Digitized  by  the  Internet  Archive 

in  2007  with  funding  from 

Microsoft  Corporation 


http://www.archive.org/details/charteramendmentOOnortrich 


Northern  Pacific  Railroad. 


THE  CHARTER 

AND  AMENDMENTS. 

THE  GENERAL  MORTGAGE 

ON  RAILROAD  AND  LAND  GRANT, 


COPY  OF  FIRST  MORTGAGE  BOND. 


ISSUED  BY 

JAY    COOKE    &    CO. 

BANKERS. 


^y 


\l 


ORGANIZATION. 


Trustees  for  the  First  Mortgage  Bondholders. 
JAY  COOKE, 
J.  EDGAR  THOMSON. 


Officers  of  the  Northern  Pacific  Railroad  Company: 

J.  GREGORY  SMITH,  President, 

R.  D.  RICE,  Vice-President, 

SAMUEL  WILKESON..S..r^^ary I  120  Broadway 

A.  H.  BARNEY,  Treasurer, (  ^^^^  y^^^ 

W.  MILNOR  ROBERTS,  Engineer-in-Chief,      . 
EDWIN  F.  JOHNSON,  Consulting  Engineer,    . 


Board  of  Directors : 

J.  GREGORY  SMITH St.  Albans,  Vt. 

R.  D.  RICE, Augusta,  Maine. 

THOMAS  H.  CANFIELD Burlington,  Vt. 

WM.  B.  OGDEN Chicago,  III. 

WM.  G.  MOORHEAD ruiLADELPHiA,  Penn. 

WM.  G.  FARGO, Buffalo,  N.  Y. 

B.  P.  CHENEY, Boston,  Mass. 

GEO.  W.  CASS, Pittsburg,  Penn. 

FREDERICK  BILLINGS, Woodstock,  Vt. 

WILLIAM  WINDOM, Winona,  Minn. 

JAMES  STINSON, Chicago,  III. 

SAMUEL  M.  FELTON, Phiij^delphia,  Penn. 

CHARLES  B.  WRIGHT, Philadelphia,  Penn 

Secretary:  SAMUEL  WILKESON. 


Executive  Committee: 
J.  GREGORY  SMITH,  WILLIAM  G.  FARGO, 

R.  D.  RICE,  WILLIAM  WINDOM, 

WILLIAM  B.  OGDEN,  S.  M.  FELTON, 

GEORGE  W.  CASS,  CHARLES  B.  WRIGHT 


Financial  Agents  for  the  Railroad  Company: 
JAY  COOKE  &  CO. 

PHII^DELPHIA. 


CONGRESSIONAL, 


The  Act  incorporating  the  "  Northern  Pacific  Railroad  Company  " 
was  reported  to  the  House  of  Representatives  of  the  United  States,  at  the  first 
session  of  the  Thirty-eighth  Congress,  by  the  Select  Committee  on  the  Pacific 
Railroad,  which  consisted  of  the  following  named  members : 

Thaddeus  Stevens,  of  Pennsylvania,  Chairman. 

A.  Cutler  Wilder,  of  Kansas. 
J.  B.  Steele,  of  New  York. 
Hiram  Price,  of  Iowa. 
Cornelius  Cole,  of  California. 
Warren  P.  Noble,  of  Ohio. 
Ignatius  Donnelly,  of  Minnesota. 
John  R.  McBride,  of  Oregon. 
William  G.  Steele,  of  New  Jersey. 
Joseph  W.  McClurg,  of  Missouri. 
Oakes  Ames,  of  Massachusetts. 
George  H.  Yeaman,  of  Kentucky. 
Lorenzo  D.  M.  Sweat,  of  Maine. 

In  the  Senate  the  bill  was  referred  to  the  Committee  on  Public  Lands, 
consisting  of 

James  Harlan,  of  Iowa,  Chairman. 
S.  C.  Pomeroy,  of  Kansas. 
Solomon  Foot,  ot  Vermont. 

B.  F.  Harding,  of  Oregon. 
John  S.  Carlisle,  of  Virginia. 
J.  A.  Hendricks,  of  Indiana. 

*     W.  Wright,  of  New  Jersey. 

Wlio  reported  the  same  to  the  Senate,  and  it  was  finally  passed  by  a' 
unanimous  vote. 


The  Charter. 


AN   ACT 


GRANTING   LANDS  TO  AID  IN  THE  CONSTRUCTION  OF  A   RAILROAD  AND  TELE- 
GRAPH  LINE   FROM   LAKE  SUPERIOR   TO   PUGET  SOUND,   ON   THE   PACIFIC 
•     COAST,   BY   THE   NORTHERN   ROUTE. 

Be  it  enacted  by  the  Senate  and  House  of  Representatives  of  the  United 
States  of  America,  in  Congress  assembled: 

That  Richard  D.  Rice,  John  A.  Poore,  Samuel  P.  Strickland,  Samuel  C.  (y,_-_to 
Fessenden,  Charles  P.  Kimball,  Augustine  Haines,  Edwin  R.  W.  Wiggin,  rp<w»w> 
Anson  P.  Morrill,  Samuel  J.  Anderson,  of  Maine ;  Willard  Sears,  J.  S.  With- 
ington,  Josiah  Perham,  James  M.  Becket,  A.  W.  Banfield,  Abiel  Abbott,  John 
Newell,  Austin  L.  Rogers,  Nathaniel  Green,  Jr.,  Oliver  Frost,  John  A.  Bass, 
John  O.  Presbrey,  George  Shiverick,  Edward  Tyler,  Philander  J.  Forristall, 
Ivory  H.  Pope,  of  Massachusetts ;  George  Opdyke,  Fairley  Holmes,  John  Hug- 
gins,  Philander  Reed,  George  Briggs,  Chauncey  Vibbard,  John  C.  Fremont,  of 
New  York;  Ephraim  Marsh,  John  P.  Jackson,  Jr.,  of  New  Jersey;  S.  M. 
Felton,  John  Toy,  O.  J.  Dickey,  B.  F.  Archer,  G.  W.  Cass,  J.  Edgar  Thomp- 
son, John  A.  Green,  of  Pennsylvania;  T.  M.  Allyn,  Moses  W.  Wilson,  Horace 
Whittaker,  Ira  Bliss,  of  Connecticut ;  Joseph  A.  Gilniore,  Onslow  Steams,  E. 
P.  Emerson,  Frederick  Smith,  William  E.  Chandler,  of  New  Hampshire, 
Cyrus  Aldrich,  H.  M.  Rice,  John  McKusick,  H.  C.  Waite,  Stephen  Miller,  of 
Minnesou;  E.  A.  Chipin,  John  Gregory  Smith,  George  Merrill,  of  Vermont; 
James  Y.  Smith,  William  S.  Slater,  Isaac  II.  Southwick,  Earl  P.  Mason,  of 
Rhode  Island;  Seth  Fuller;  William  Kellogg,  U.  S.  Grant,  William  B.  Ogden, 
William  G.  Greene,  Leonard  Sweat,  Henry  W.  Blodgett,  Porter  Sheldon,  of 
Illinois;  J.  M.  Winchell,  Elsworth  Cheesebrough,  James  S.  Emery,  of  Kansas; 
Richard  F.  Perkins,  Richard  Chenery,  Samuel  Brannan,  George  Rowland, 
Henry  Piatt,  of  California;  William  F.  Mercer,  James  W.  Brownley,  of  Virgi- 
nia; John  H.  B.  Latrobe,  W.  Prescott  Smith  of  Maryland;  Greenbury  Slack, 
A.  J.  Boreman,  of  West  Virginia;  Thomas  E.  Bramlette,  Frank  Shorin,  of 
Kentucky ;  John  Crough,  John  A.  Bingham,  Oran  FoUett,  John  Gardner,  S.  S. 
L.  Hommedieu,  Harrison  G.  Blake,  Philo  Chamberlin,  of  Ohio;  John  A. 
Di'ncan,  Samuel  M.  Harrington,  of  Delaware;  Thomas  A.  Morris,  Jesse  L. 
Williams,  of  Indiana;  Samuel  L.  Case,  Henry  S.  Hall,  David  H.  Jerome, 
Thomas  D.  Gilbert,  C.  A.  Trowbridge,  of  Michigan;  Edward  H.  Broadhead, 
Alexander  Mitchell,  Benjamin  Ferguson,  Levi  Steeling,  of  Wisconsin; 
J.  C.  Ainsworth,  Orlando  Humason,  II.  W.  Corbetl,  Henry  Failling,  of 
Oregon;  J.  B.  S.  Todd,  M.  K.  Armstrong,  J.  Shaw  Gregory,  J.  L.  Berge, 
of  Dakota  Territory ;  John  Mullan,  Anson  G.  Henry,  S.  D.  Smith,  Charles 
Terry,  of  Washington  Territory;  II.  W.  Starr,  Plait  Smith,  Nixon  Denton, 
William  Lcighton,  B.  F.  Allen,  Reuben  Noble,  John  S.  Davies,  of  Iowa; 
Willard  P.  Flail,  George  R.  Smith,  N.  Gayle  Ring,  John  C.  Sargcant,  of 
Missouri;  William  II.  Wallace,  of  Idaho  Territory;  J.  II.  Lathrop,  Henry  D. 
Cooke,  H.  E.  Merrick,  of  the  District  of  Columbia,  and  all  such  other  persons 


Powers. 


Route  of  the 
Bead. 


Portland 
Branch. 


Capital 
Stock. 


Quorum  of 
Commis- 
sioners. 

First  Meet- 
ing of  Com- 
miasioners. 

Notice  of 
meetings. 


Officers. 
Treasurer. 


Secretary 
to  be  sworn. 


Subscription 
to  Stock. 


First  elec- 
tion of  thir- 
teen Direc- 
tors. 


who  shall,  or  may  be  associated  with  them,  and  their  successors,  are  hereby 
created  and  erected  into  a  body  corporate  and  politic,  in  deed  and  in  law,  by 
tlie  name,  style,  and  title  of  the  "  Northern  Pacific  Railroad  Company,"  and 
by  that  name  sliall  have  perpetual  succession,  and  shall  be  able  to  sue  and  to  be 
sued,  plead  and  be  impleaded,  defend  and  be  defended,  in  all  courts  of  law 
and  equity  within  the  United  States,  and  may  make  and  have  a  common  seal 
And  said  Corporation  is  hereby  authorized  and  empowered  to  lay  out,  locate 
construct,  furnish,  maintain,  and  enjoy  a  continuous  railroad  and  telegraph 
line,  with  the  appurtenances,  namely,  beginning  at  a  point  on  Lake  Superior, 
in  the  State  of  Minnesota  or  Wisconsin;  thence  westerly  by  the  most  eligible 
railroad  route,  as  shall  be  determined  by  said  company,  within  the  territory  of 
the  United  States,  on  a  line  north  of  the  forty-fifth  degree,  of  latitude,  to  some 
point  on  Puget  Sound,*  with  a  branch,  |  via  the  valley  of  the  Columbia  River, 
to  a  point  at  or  near  Portland,  in  the  State  of  Oregon,  leaving  the  main  trunk 
line  at  the  most  suitable  place,  not  more  than  three  hundred  miles  from  its 
western  terminus;  and  is  hereby  vested  with  all  the  powers,  privileges,  and 
immunities  necessary  to  carry  into  effect  the  purposes  of  this  Act  as  herein 
set  forth.  The  capital  stock  of  said  company  shall  consist  of  one  million 
shares  of  one  hundred  dollars  each,  which  shall  in  all  respects  be  deemed 
personal  property,  and  shall  be  transferable  in  such  manner  as  the  by-laws  of 
said  corporation  shall  provide.  The  persons  hereinbefore  named  are  hereby 
appointed  commissioners,  and  shall  be  called  the  Board  of  Commissioners  of  the 
"  Northern  Pacific  Railroad  Company,"  and  fifteen  shall  constitute  a  quorum  for 
the  transaction  of  business.  The  first  meeting  of  said  Board  of  Commissioners 
shall  be  held  at  the  Melodeon  Hall,  in  the  city  of  Boston,  at  such  time  as  any 
five  commissioners  herein  named  from  Massachusetts  shall  appoint,  not  more 
than  three  months  after  the  passage  of  this  Act,  notice  of  which  shall  be  given 
by  them  to  the  other  commissioners,  by  publishing  said  notice  in  at  least  one 
daily  newspaper  in  the  cities  of  Boston,  New  York,  Philadelphia,  Cincinnati, 
Mihvaukie,  and  Chicago,  once  a  week,  at  least  four  weeks  previous  to  the  day 
of  meeting.  Said  board  shall  organize  by  the  choice  from  its  number,  of  a 
President,  Vice  President,  Secretary  and  Treasurer,  and  they  shall  require  from 
said  Treasurer  such  bonds  as  may  be  deemed  proper,  and  may  from  time  to 
time  increase  the  amount  thereof  as  they  may  deem  proper.  The  Secretary 
shall  be  sworn  to  the  faithful  performance  of  his  duties,  and  such  oath  shall  be 
entered  upon  the  records  of  the  company,  signed  by  him,  and  the  oath  verified 
thereon.  The  President  and  Secretary  of  said  board  shall,  in  like  manner, 
call  all  other  meetings,  naming  the  time  and  place  thereof  It  shall  be  the 
duty  of  said  Board  of  Commissioners  to  open  books  or  cause  books  to  be 
opened,  at  such  times  and  in  such  principal  cities  or  other  places  in  the  United 
States  as  they  or  a  quorum  of  them  shall  determine,  within  six  months  after 
the  passage  of  this  Act,  to  receive  subscriptions  to  the  capital  stock  of  said 
corporation,  and  a  cash  payment  of  ten  per  centum  on  all  subscriptions,  and  to 
receipt  therefor;  so  soon  as  twenty  thousand  shares  shall  in  good  faith  be  sub- 
scribed for,  and  ten  dollars  per  share  actually  paid  into  the  treasury  of  the 
company,  the  said  President  and  Secretary  of  said  Board  of  Commissioners 
shall  appoint  a  time  and  place  for  the  first  meeting  of  the  subscribers  to  the 
stock  of  said  company,  and  shall  give  notice  thereof  in  at  least  one  newspaper 
in  each  State  in  which  subscription  books  have  been  opened,  at  least  fifteen 
days  previous  to  the  day  of  meeting,  and  such  subscribers  as  shall  attend  the 
meeting  so  called,  either  in  person  or  by  lawful  proxy,  then  and  there  shall 
elect,  by  ballot,  thirteen  directors  for  said  corporation;  and  in  such  election 
each  share  of  said  capital  stock  shall  entitle  the  owner  thereof  to  one  vote. 
The  President  and  Secretary  of  the  Board  of  Commissioners,  and,  in  case  of 
their  absence,  or  inability,  any  two  of  the  officers  of  said  board,  shall  act  as 
inspectors  of  said  election,  and  shall  certify  under  their  hands  the  names  of  the 
directors  elected  at  said  meeting,  and  the  said  Commissioners,  Treasurer,  and 


*;"  Puget  Sound"  construed  to  mean  all  waters  connected  with  straits  of  Fuca  by 
Act  of  March  1st,  1869. 

t  Portland  Branch  extended  to  Puget  Sound  April  13th,  1869. 


Secretary,  shall  then  deliver  over  to  said  directors,  all  the  properties,  sub- 
scription books,  and  other  books  in  their  possession,  and  thereupon  the  duties 
of  said  commissioners  and  the  ofScers,  previously  appointed  by  them,  shall 
cease  and  determine  forever,  and  thereafter  the  stockholders  shall  constitute 
said  body  politic  and  corporate.  Annual  meetings  of  the  stockholders  of  said 
corporation  for  the  choice  of  officers  (when  they  are  to  be  chosen)  and  for  the 
'ransaction  of  business,  shall  be  holden  at  such  time  and  place,  and  upon  such 
notice  as  may  be  prescribed  in  the  By-Laws. 

Section  2.  And  be  it  further  enacted.  That  the  right  of  way  through 
the  public  lands  be,  and  the  same  is  hereby,  granted  to  said  "  Northern  Pacific 
Railroad  Company,"  its  successors  and  assigns,  for  the  construction  of  a  rail- 
road and  telegraph  as  proposed ;  and  the  right,  power,  and  authority  is  hereby 
given  to  said  corporation  to  take  from  the  public  lands  adjacent  to  the  line  of 
said  road  material  of  earth,  stone,  timber,  and  so  forth,  for  the  construction 
thereof;  said  way  is  granted  to  said  railroad  to  the  extent  of  two  hundred  feet 
in  width  on  each  side  of  said  railroad,  where  it  may  pass  through  the  public 
domain,  including  all  necessary  ground  for  station  buildings,  workshops,  depots, 
machine  shops,  switches,  side  tracks,  turn-tables,  and  water  stations;  and  the 
right  of  way  shall  be  exempt  from  taxations  within  the  Territories  of  the  United 
States.  The  United  States  shall  extinguish,  as  rapidly  as  may  be  consistent 
with  public  policy  and  the  welfare  of  the  said  Indians,  the  Indian  titles  to  all 
lands  falling  under  the  operations  of  this  Act,  and  acquired  in  the  donation  to 
the  [road]  named  in  this  bill. 

Section  3.  And  be  it  further  enacted.  That  there  be,  and  hereby  is, 
granted  to  the  "  Northern  Pacific  Railroad  Company,"  its  successors  and 
assigns,  for  the  purpose  of  aiding  in  the  construction  of  said  railroad  and 
telegraph  line  to  Uie  Pacific  coast,  and  secure  the  safe  and  speedy  transporta- 
tion of  the  mails,  troops,  munitions  of  war,  and  public  stores,  over  the  route  of 
oaid  line  of  railway,  every  alternate  section  of  public  land,  not  mineral, 
designated  by  odd  numbers,  to  the  amount  of  twenty  alternate  sections  per 
mile,  on  each  side  of  said  railroad  line,  as  said  company  may  adopt,  through 
the  territories  of  the  United  States,  and  ten  alternate  sections  of  land  per  mile 
on  each  side  of  said  railroad,  whenever  it  passes  through  any  State,  and  when- 
ever, on  the  line  thereof,  the  United  States  have  full  title,  not  reserved,  sold, 
granted  or  otherwise  appropriated,  and  free  from  preemption,  or  other  claims 
or  rights,  at  the  time  the  line  of  said  road  is  definitely  fixed,  and  a  plat  thereof 
filed  in  the  office  of  the  Commissioner  of  the  General  Land  Office;  and 
whenever,  prior  to  said  time,  any  of  said  sections  or  parts  of  sections,  shall 
nave  been  granted,  sold,  reserved,  occupied  by  homestead  settlers,  or  pre- 
empted or  otherwise  disposed  of,  other  lands  shall  be  selected  by  said  com- 
pany in  lieu  thereof,  under  the  direction  of  the  Secretary  of  the  Interior,  in 
alternate  sections,  and  designated  by  odd  numbers,  not  more  than  ten  miles 
beyond  the  limits  of  said  alternate  sections :  Provided,  That  if  the  said  route 
shall  be  found  upon  the  line  of  any  other  railroad  route,  to  aid  in  the  con- 
struction of  which  lands  have  been  heretofore  granted  by  the  United  States  as 
far  as  the  routes  are  upon  the  same  general  line,  the  amount  of  land  heretofore 
f^anted  shall  be  deducted  from  the  amount  granted  by  this  act :  Provided 
further.  That  the  railroad  company  receiving  the  previous  grant  of  land  may 
assign  their  interest  to  said  "  Northern  Pacific  Railroad  Company,"  or  may 
consolidate,  confederate,  and  associate  with  said  company  upon  the  terms 
named  in  the  first  section  of  this  act:  Provided further,'T\\sX  all  mineral  lands 
be,  and  the  same  are  hereby,  excluded  from  the  operations  of  this  act,  and  in 
lieu  thereof  a  like  quantity  of  unoccupied  and  unappropriated  and  agricul- 
tural lands  in  odd  numlx:red  sections  nearest  to  the  line  of  said  road,  and 
within  fifty  miles  thereof,  may  be  selected  as  aliove  provided :  And  Prm'ided, 
further.  That  the  word  "mineral,"  where  it  occurs  in  this  Act,  shall  not  be 
field  to  include  iron  or  coal :  And  Provided,  further.  That  no  money  shall  l>e 
arawn  from  the  Treasury  of  the  United  States  to  aid  in  the  construction  of  said 
-•  Northern  Pacific  Railroad." 


Annual 
m  eeti  riRS 
prescribi  a 
m  by-laws. 


Right  of 
way. 


Material  for 
construc- 
tion 

Way  defined. 


Indian  titles 
to  be  extin- 
guished. 


Land  Grant. 


Twenty  seo- 
1 1  o  n  8  per 
niileonench 
side  in  Ter- 
ritories, and 
ten  Bection* 
inUtatea. 


Deflclenciet 
to  be  made 
up. 


Proviso  tor 
consolida- 
tion. 

ir  I  n  e  r  a  1 
lunda  exclu- 
ded. 


'  ■  Mineral " 
defined. 


8 


Com  mis- 
si  oners  to 
examine 
tweuty-flve- 
mile  sec- 
tions. 


How  the 

road   must 
be  buUt. 


Telegraph. 


Other  roads 
to  connect. 


Government 
to  survey 
I>aud  Grant. 


Beserved 
Lands  $2.50 
per  acre. 

Power  to 
enter  upon 
lands. 


Section  4.  And  be  it  further  enacted,  That  whenever  said  "  Northern 
Pacific  Railroad  Company"  shall  have  twenty-five 'Consecutive  miles  of  any 
portion  of  said  railroad  and  telcrjraph  line  ready  for  the  service  contemplated, 
the  President  of  the  United  States  shall  appoint  three  commissioners  to  examine 
the  same,  and  if  it  shall  appear  that  twenty-five  consecutive  miles  of  said  road 
and  telegraph  line  have  been  completed  in  a  good,  substantial  and  workman- 
like manner,  as  in  all  other  respects  required  by  this  Act,  the  commissioners 
shall  so  report  to  the  President  of  the  United  States,  and  patents  of  lands,  as 
aforesaid,  shall  be  issued  to  said  company,  confirming  to  said  company  the 
right  and  title  to  said  lands  situated  opposite  to  and  conterminous  with  said 
completed  section-of  said  road;  and  from  time  to  time,  whenever  twenty-five 
additional  consecutive  miles  shall  have  been  constructed,  completed,  and  in 
readiness  as  aforesaid,  and  verified  by  said  commissioners  to  the  President  of 
the  United  States,  then  patents  shall  be  issued  to  said  company  conveying  the 
additional  sections  of  land  as  aforesaid,  and  so  on  as  fast  as  every  twenty-five 
miles  of  said  road  is  completed  as  aforesaid:  Prnnded,  That  no  more  than  ten 
sections  of  land  per  mile,  as  said  road  shall  be  completed,  shall  be  conveyed 
to  said  company,  for  all  that  part  of  said  railroad  lying  east  of  the  western 
boundary  of  the  State  of  Minnesota,  until  the  wiiole  of  said  railroad  shall  be 
finished  and  in  good  running  order,  as  a  first-clnss  railroad,  from  the  place  of 
beginning  on  Lake  Superior  to  the  western  boundary  of  Minnesota:  Provided, 
also.  That  lands  shall  not  be  granted  under  the  provisions  of  this  Act  on 
account  of  any  railroad  or  -part  thereof,  constructed  at  the  date  of  the  passage 
of  this  Act. 

Section  5.  And  be  it  further  enacted.  That  said  Northern  Pacific  Rail- 
road shall  be  constructed  in  a  substantial  and  workmanlike  manner,  with  all 
the  necessary  draws,  culverts,  bridges,  viaducts,  crossings,  turn-outs,  stations, 
and  watering  places,  and  all  other  appurtenances,  including  furniture  and 
rolling  stock,  equal,  in  all  respects,  to  railroads  of  the  first  class  when  prepared 
for  business,  with  rails  of  the  best  quality,  manufactured  from  American  iron. 
And  a  uniform  gauge  shall  be  established  throughout  the  entire  length  of  the 
road.  And  there  shall  be  constructed  a  telegraph  line  of  the  most  substantial 
and  approved  description,  to  be  operated  along  the  entire  line:  Provided,  That 
the  said  company  shall  not  charge  the  Governmemt  higher  rates  than  they  do 
individuals  for  like  transportation  and  telegraphic  service.  And  it  shall  be  the 
duty  of  the  "  Northern  Pacific  Railroad  Company  "  to  pennit  any  other  railroad, 
which  shall  be  authorized  to  be  built  by  the  United  States  or  by  the  Legislature 
of  any  Territory  or  State  in  which  the  same  may  be  situated,  to  form  running 
connections  with  it  on  fair  and  equitable  terms. 

Section  6.  And  be  it  further  enacted.  That  the  President  of  the  United 
States  shall  cause  the  lands  to  be  surveyed  for  forty  miles  in  width  on  both 
sides  of  the  entire  line  of  said  road,  after  the  general  route  shall  be  fixed,  and 
as  fast  as  may  be  required  by  the  construction  of  said  railroad ;  and  the  odd 
sections  of  land  hereby  granted  shall  not  be  liable  to  sale,  or  entry,  or  pre- 
emption, before  or  after  they  are  surveyed,  except  by  said  company,  as  provided 
in  this  Act;  but  the  provisions  of  the  act  of  September,  eighteen  hundred  and 
forty-one,  granting  preemption  rights,  and  the  acts  amendatory  thereof,  and  of 
the  act  entitled  "  An  Act  to  secure  homesteads  to  actual  settlers  on  the  public 
domain,"  approved  May  twenty,  eighteen  hundred  and  sixty-two,  shall  be,  and 
the  same  are  hereby,  extended  to  all  other  lands  on  the  line  of  said  road 
when  surveyed,  excepting  those  hereby  granted  to  said  company;  and  the 
reserved  alternate  sections  shall  not  be  sold  by  the  Government  at  a  price  less 
than  two  dollars  and  fifty  cents  per  acre,  when  offered  for  sale. 

Section  7.  And  be  it  further  enacted,  That  the  said  "  Northern  Pacific 
Railroad  Company"  be,  and  is  hereby,  authorized  and  empowered  to  enter 
upon,  purchase,  take,  and  hold  any  lands  or  premises  that  may  be  necessary 
and  proper  for  the  construction  and  working  of  said  road,  not  exceeding  in 
width  two  hundred  feet  on  each  side  of  the  line  of  its  railroad,  unless  a  greater 
width  be  required  for  the  purpose  of  excavation,  or  embankments ;  and  also 
any  lands  or  premises  that  may  be  necessaiy  and  proper  for  turn-outs,  standing 


9 


places  for  cars,  dqyjts,  station  houses,  or  any  other  structures  required  in  the 
construction  and  working  of  said  road.  And  the  said  company  shall  have  the 
right  to  cut  and  remove  trees  and  other  material  that  might,  by  falling,  encum- 
ber its  road-bed,  though  standing,  or  being  more  than  two  hundred  feet  from 
the  line  of  said  road.  And  in  case  the  owner  of  such  lands  or  premises  and 
the  said  company  cannot  agree  as  to  the  value  of  the  premises  taken,  or  to  be 
taken,  for  the  use  of  said  road,  the  value  thereof  shall  be  detennined  by  the 
appraisal  of  three  disinterested  commissioners,  who  may  be  appointed  upon 
application  by  either  party,  to  any  court  of  record  in  any  of  the  Territories  in 
•which  the  lands  or  premises  taken  lie ;  and  said  commissioners,  in  their  assess- 
ment of  damages,  shall  appraise  such  premises  at  what  would  have  been  the 
value  thereof  if  the  road  had  not  been  built  And  upon  return  into  court  of 
such  appraisement,  and  upon  the  payment  into  the  same  of  the  estimated  value 
of  the  premises  taken  for  the  use  and  benefit  of  the  owner  thereof,  said  premises 
shall  be  deemed  to  be  taken  by  said  company,  which  shall  thereby  acquire  full 
title  to  the  same  for  the  purposes  aforesaid.  And  either  party  feeling  aggrieved 
at  said  appraisement  may,  within  thirty  days  after  the  same  has  been  returned 
into  court,  file  an  appeal  therefrom,  and  demand  a  jury  of  twelve  men  to  esti- 
mate the  damage  sustained ;  but  such  appeal  shall  not  interfere  with  the  rights 
of  said  company  to  enter  upon  the  premises  taken,  or  to  do  any  act  necessary 
and  proper  in  the  construction  of  its  road.  And  said  party  appealing  shall  give 
bonds,  with  sufficient  surety  or  sureties,  for  the  payment  of  any  cost  that  may 
arise  upon  such  appeal ;  and  in  case  the  party  appealing  does  not  obtain  a  ver- 
dict, increasing  or  diminishing,  as  the  case  may  be,  the  award  of  the  commis- 
sioners, such  parties  shall  pay  the  whole  cost  incurred  by  the  appellee,  as  well 
as  his  own,  and  the  payment  into  court  for  the  use  of  the  owner  of  said  premises 
taken,  of  a  sum  equal  to  that  finally  awarded,  shall  be  held  to  vest  in  said 
company  the  title  of  said  land,  and  of  the  right  to  use  and  occupy  the  same 
for  the  construction,  maintenance  and  operation  of  said  road.  And  in  case 
any  of  the  lands  to  be  taken,  as  aforesaid,  shall  be  held  by  any  infant,  feme 
covert,  non  compos,  insane  person  or  persons  residing  without  the  Territory 
within  which  the  lands  to  be  taken  lie,  or  persons  subjected  to  any  legal  dis- 
ability, the  court  may  appoint  a  guardian  for  any  party  under  any  disqualification, 
to  appear  in  proper  person,  who  shall  give  bonds  with  sufficient  surety  or  sure- 
ties, far  the  proper  and  faithful  execution  of  his  trust,  and  who  may  represent 
in  court  the  person  disqualified,  as  aforesaid,  from  appearing,  when  the  same 
proceedings  shall  be  had  in  reference  to  the  appraisement  of  the  premises  to  be 
taken  for  the  use  of  said  company,  and  with  the  same  effect  as  has  been  already 
described ;  and  the  title  of  the  company  to  the  lands  taken  by  virtue  of  this 
Act,  shall  not  be  affected  or  impaired  by  reason  of  any  failure  by  any  guardian 
to  discharge  faithfully  his  trust.  And  in  case  any  party  shall  have  a  right  or 
claim  to  any  land  for  a  term  often  years,  or  any  interest  therein,  in  possession, 
reversion,  or  remainder,  the  value  of  any  such  estate,  less  than  a  fee  simple, 
shall  be  estimated  and  determined  in  the  manner  hereinbefore  set  forth.  And 
in  case  it  shall  be  necessary  for  the  company  to  enter  upon  any  lands  which 
are  unoccupied,  and  of  which  there  is  no  apparent  owner  or  claimant,  it  may 
proceed  to  take  and  ase  the  same  for  the  purposes  of  said  railroad,  and  may 
institute  proceedings,  in  manner  described,  for  the  purpose  of  ascertaining  the 
value  of,  and  of  acquiring  a  title  to,  the  same ;  but  the  judge  of  the  court  hear- 
ing said  suit  shall  determine  the  kind  of  notice  to  be  served  on  such  owner  or 
owners,  and  he  may  in  his:  discretion,  appoint  an  agent  or  guardian  to  repre- 
sent such  owner  or  owners  in  case  of  his  or  their  incapacity  or  non-appearance. 
But  in  case  no  claimant  shall  appear  within  six  years  from  the  time  of  the 
opening  of  said  load  across  said  land,  all  claims  to  damages  against  said  com- 
pany shall  be  barred. 

•Section  8.  And  be  it  further  enacted^  That  each  and  every  grant,  right, 
and  privilege  herein  are  so  made  and  given  to,  and  accepted  by,  said  Northern 
Pacific  Railroad  Company,  ujwn   and  subject  to  the   following   conditions, 


To  cut  and 
remove 
trees. 


AppraisaL 


Appeal 
from  ap- 
praisement 


Land  of  In- 
fants, d^ 


Entry  upon 
lands  where 
there  Is  no 
apparent 
owner. 


Condition* 
ofthlsgranu 


•Amended  Ma^  7th,  laas,  and  Juljr  1st,  1868. 


10 


Commence 
within  two 
years. 

Fifty  mllea 
a  year  to  be 
cnnstnictod 
at'ter  second 
yeiu:. 

When  Con- 
gress may 
complete 
the  Head. 


All  may 
subscribe. 


Bead  not  to 
be  mort- 
gaged. 


Post-route 
and  military 
road. 


Acceptance 
of  this  Act. 


Annual  re- 
ports. 


Fares,  tolls 
aud  charges 

President, 
V  i  c  e-Presi- 
dent.  Trea- 
surer and 
Secretary 
hold  office 
at  will  of 
the  Board. 

Secretary  to 
be  sworn. 

Biaectors 
m  tre  t  be 
Btoclihold- 
ers. 

Terms  of 
/   office. 

Failure  to 
elect  not  to 
work  disso- 
1 u t i o n  of 
Charter. 


Powers  ot 
Directors. 


namely :  That  the  said  company  shall  commence  the  work  on  said  road  within 
two  years  from  the  approval  of  this  Act  by  the  President,  and  shall  complete 
not  less  than  fifty  miles  per  year,  after  the  second  year,  and  shall  construct, 
equip,  furnish,  and  complete  the  whole  road  by  the  fourth  day  of  July,  Anno 
Domini,  eighteen  hundred  and  seventy-six. 

Section  9.  And  be  it  further  enacted.  That  the  United  States  make 
the  several  conditional  grants  herein,  and  tliat  the  said  Northern  Pacific  Rail- 
road company  accept  the  same  upon  the  further  conditions  that  if  the  said 
company  make  any  breach  of  the  conditions  hereof,  and  allow  the  same  to  con- 
tinue for  upwards  of  one  year,  then,  in  such  case,  at  any  time  hereafter,  the 
United  States,  by  its  Congress,  may  do  any  and  all  acts  and  things  which  may 
be  needful  and  necessary  to  insure  a  speedy  completion  of  the  said  road. 
'  *Section  10.  And  be  it  further  enacted.  That  all  people  of  the  United 
States  shall  have  the  right  to  subscribe  to  the  stock  of  the  Northern  Pacific 
Railroad  Company  until  the  whole  capital  named  in  this  Act  of  Incorporation 
is  taken  up,  by  complying  with  the  teiTns  of  subscription ;  and  no  mortgage  or 
construction  bonds  shall  ever  be  issued  by  said  company  on  said  road,  or  mort- 
gage or  lien  made  in  any  way,  except  by  the  consent  of  the  Congress  of  the 
United  States. 

Section  ii.  And  be  it  further  enacted,  That  said  Northern  Pacific 
Railroad,  or  any  part  thereof,  shall  be  a  post-route  and  a  military  road,  subject 
to  the  use  of  the  United  States  for  postal,  military,  naval,  and  all  other  Govern- 
ment sers'ice,  and  also  subject  to  such  regulations  as  Congress  may  impose 
restricting  the  charges  for  such  Government  transportation. 

Section  i  2.  And  be  it  further  enacted.  That  the  acceptance  of  the  terms, 
conditions,  and  impositions  of  this  Act  by  the  said  Northern  Pacific  Railroad 
Company  shall  be  signified  in  writing  under  the  corporate  seal  of  said  com- 
pany, duly  executed  pursuant  to  the  direction  of  its  Board  of  Directors  first 
had  and  obtained,  which  acceptance  shall  be  made  within  two  years  after  the 
passage  of  this  Act,  and  not  afterwards,  and  shall  be  served  on  the  President 
of  the  United  States. 

Section  13.  And  be  it  further  enacted.  That  the  Directors  of  said  coni- 
pany  shall  make  an  annual  report  of  their  proceedings  and  expenditures,  veri- 
fied by  the  affidavits  of  the  President  and  at  least  six  of  the  Directors ;  and  they 
shall  from  time  to  time,  fix,  determine,  and  regulate  the  fares,  tolls,  and  charges 
to  be  received  and  paid  for  transportation  of  persons  and  property  on  said  road 
or  any  part  thereof. 

Section  14.  And  be  it  further  enacted.  That  the  Directors  chosen  in 
pursuance  of  the  first  section  of  this  Act  shall,  so  soon  as  may  be  after  their 
election,  elect  from  their  own  number  a  President  and  Vice-President;  and 
said  Board  of  Directors  shall,  from  time  to  time,  and  so  soon  as  may  be  after 
their  election,  choose  a  Treasurer  and  a  Secretary,  who  shall  hold  their  offices 
at  the  will  and  pleasure  of  the  Board  of  Directors.  The  Treasurer  and  Secre- 
tary shall  give  such  bonds,  with  such  security,  as  the  said  Board  from  time  to 
time  may  require.  The  Secretary  shall,  before  entering  upon  his  duty,  be 
sworn  to  the  faithful  discharge  thereof,  and  said  oath  shall  be  made  a  matter 
of  record  upon  the  books  of  said  corporation.  No  person  shall  be  a  Director 
of  said  company  unless  he  shall  be  a  stockholder,  and  qualified  to  vote  for 
Directors  at  the  election  at  which  he  shall  be  chosen. 

Section  I  5 .  And  be  further  enacted.  That  the  President,  Vice-President, 
and  Directoi-s  shall  hold  their  offices  for  the  period  indicated  in  the  by-laws  of 
said  company,  not  exceeding  three  years  respectively,  and  until  others  are 
chosen  in  their  place  and  qualified.  In  case  it  shall  so  happen  that  an  election 
of  Directors  shall  not  be  made  on  any  day  appointed  by  the  by-laws  of  said 
company,  the  corporation  shall  not,  for  that  excuse,  be  deemed  to  be  dissolved, 
but  such  election  may  be  holden  on  any  day  which  shall  be  appointed  by  the 
Directors.  The  Directors,  of  whom  seven,  including  the  President,  shall  be  a 
quorum  for  the  transaction  of  business,  shall  have  full  power  to  make  and  pre- 


♦Amended  March  1st.  1869. 


11 


scribe  such  by-laws,  rules  and  regulations,  as  they  shall  deem  needful  and 
proper,  touching  the  disposition  and  management  of  the  stock,  property,  estate, 
and  effects  of  the  company,  the  transfer  of  shares,  the  duties  and  conduct  of 
tlicir  officers  and  servants  touching  the  election  and  meeting  of  Directors,  and 
all  matters  whatsoever  which  may  appertain  to  the  concerns  of  said  company ; 
and  the  said  Board  of  Directors  may  have  full  power  to  fill  any  vacancy  or 
vacancies  that  may  occur  from  any  cause  or  causes,  from  time  to  time,  in  their 
board.  And  the  said  Board  of  Directors  shall  have  power  to  appoint  such 
engineers,  agents,  and  subordinates  as  may  from  time  to  time  be  necessary  to 
carry  into  effect,  the  object  of  the  company,  and  to  do  all  acts  and  things 
touching  the  location  and  construction  of  the  road. 

Section  i6.  And  be  it  further  enacted.  That  it  shall  be  lawful  for  the 
Directors  of  said  company  to  require  payment  of  the  sum  of  ten  per  centum 
cash  assessment  upon  all  subscriptions  received  of  all  subscribers,  and  the  bal- 
ance thereof  at  such  times  and  in  such  portions  and  on  such  conditions  as  they 
shall  deem  to  be  necessary  to  complete  the  said  road  and  telegraph  line  within 
the  time  in  this  Act  prescribed.  Sixty  days  previous  notice  shall  be  given  of 
the  payments  required,  and  of  the  time  and  place  of  payment,  by  publishing  a 
notice,  once  a  week,  in  one  daily  newspaper  in  each  of  the  cities  of  Boston, 
New  York,  Philadelphia,  and  Chicago,  and  in  case  any  stockholder  shall  neg- 
lect or  refuse  to  pay,  in  pursuance  of  such  notice,  the  stock  held  by  such  person 
shall  be  forfeited  absolutely  to  the  use  of  the  company,  and  also  any  payment 
or  payments  that  shall  have  been  made  on  account  thereof,  subject  to  tlie  con- 
dition that  the  Board  of  Directors  may  allow  the  redemption  on  such  terms  as 
they  may  prescribe. 

Section  17.  And  be  it  further  enacted.  That  the  said  company  is  author- 
ized to  accept  to  its  own  use  any  grant,  donation,  loan,  power,  franchise,  aid, 
or  assistance  which  may  be  granted  to  or  conferred  upon  said  company  by  the 
Congress  of  the  United  States,  by  the  Legislature  of  any  State,  or  by  any  cor- 
poration, person  or  persons;  and  said  corporation  is  authorized  to  hold  and 
enjoy  such  grant,  donation,  loan,  power,  firanchise,  aid,  or  assistance  to  its  own 
use  for  the  purpose  aforesaid. 

♦Section  18.  And  be  it  further  enacted.  That  said  Northern  Pacific 
Railroad  Company  shall  obtain  the  consent  of  the  Legislature  of  any  State 
through  which  any  portion  of  said  railroad  line  may  pass,  previous  to  com- 
mancing  the  construction  thereof;  but  said  company  may  have  the  right  to 
put  on  engineers  and  survey  the  route  before  obtaining  the  consent  of  the 
Legislature. 

Section  19.  And  be  it  further  enacted.  That  unless  said  Northern  Pacific 
Railroad  Company  shall  obtain  bona,  fide  subscriptions  to  the  stock  of  said 
company  to  the  amount  of  two  millions  of  dollars,  with  ten  per  centum  paid 
within  two  years  after  the  passage  and  approval  of  this  Act,  it  shall  be  null 
and  void. 

Section  20.  And  be  it  further  enacted.  That  the  better  to  accomplish 
the  object  of  this  Act,  namely :  to  promote  the  public  interest  and  welfare  by 
the  construction  of  said  railroad  and  telegraph  line,  and  keeping  the  same  in 
working  order,  and  to  secure  to  the  government  at  all  times,  (but  particularly 
in  time  of  war,)  the  use  and  benefits  of  the  same  for  postal,  military,  and  other 
purposes.  Congress  may  at  any  time,  having  due  regard  for  the  rights  of  said 
'Northern  Pacific  RaiUroad  Company,"  add  to,  alter,  amend,  or  repeal  this 


Y^ 


Act. 


Approved,  July  2,  1864. 


SCHUYLER  COLFAX, 
Speaker  of  the  House  of  Hepresentativet. 

DANIEL  CLARK, 
President  of  the  Senate,  pro  tempore, 

ABRAHAM  LINCOLN. 


Ten    per 

ceut.  assess- 
ments  on 
subscrip- 
tions. 

Sixty  days 
p  revlous 
notice. 


Forfeiture 
of  Stock. 


Acceptance 
of  State  aid. 


State  con- 
sent to  be 
got. 


Congress 
may  alter, 
amend  or 
repeal. 


*  CODMnt  of  Minnesota  and  Wisconsin  given  In  ISOS.   See  p.nges  U  and  IS. 


AMENDMENTS  TO  CHARTER. 


Extension 
of  time  two 
yeaxs. 


No.  34. 

Section  2.  Resolved  by  the  Senate  and  House  of  Representatives  of  the 
United  States  of  America,  in  Congress  assembled,  That  the  time  for  commencing 
and  completing  the  Northern  Pacific  Railroad,  and  all  its  several  sections,  is 
extended  for  the  term  of  two  years. 

Approved  May  7th,  1866. 


Extension 
of  time  two 
years  from 
July2d,lB68. 


One  hun- 
dred miles  a 
year  after 
July  2d,  1872. 


FORTIETH  CONGRESS,  SECOND  SESSION. 

No.  47. 

Be  it  resolved  by  the  Senate  and  House  of  Representatives  of  the  United 
States  of  America  in  Congress  assembled.  That  section  eight  of  an  Act  entitled 
•'  An  Act  granting  lands  to  aid  in  the  construction  of  a  railroad  and  telegraph 
line  from  Lake  Superior  to  Puget  Sound,  on  the  Pacific  coast,"  is  hereby 
amended  to  read  as  follows : 

That  each  and  every  grant,  right,  and  privilege  herein  are  so  made  and 
given  to,  and  accepted  by  said  Northern  Pacific  Railroad  Company,  to  and 
upon  the  following  conditions,  namely :  That  the  said  company  shall  commence 
the  work  on  said  road  within  two  years  from  and  after  the  second  day  of  July, 
eighteen  hundred  and  sixty-eight,  and  shall  complete  not  less  than  one  hundred 
miles  per  year  after  the  second  year  thereafter,  and  shall  construct,  equip, 
furnish,  and  complete  the  whole  road  by  the  fourth  day  of  July,  Anno  Domini, 
eighteen  hundred  and  seventy-seven. 

Approved  July  ist,  1868. 


Right  to 
mortgage 
conferred. 


Puget 
Sound  de- 
fined. 


FORTIETH  CONGRESS,  THIRD  SESSION. 

Public  Resolution,  No.  ii. 

Be  it  resolved  by  the  Senate  and  House  of  Representatives  of  the  United 
States  of  America  in  Congress  assembled,  That  the  consent  of  the  Congress  of 
the  United  States  is  hereby  given  to  the  Northern  Pacific  Railroad  Company  to 
issue  its  bonds,  and  to  secure  the  same  by  mortgage  upon  its  railroad  and  its 
telegraph  line,  for  the  purpose  of  raising  funds  with  which  to  construct  said 
railroad  and  telegraph  line  between  Lake  Superior  and  Puget  Sound,  and  also 
upon  its  branch  to  a  point  at  or  near  Portland,  Oregon ;  and  the  term  "  Puget 
Sound,"  as  used  here  and  in  the  Act  incorporating  said  company,  is  hereby 
construed  to  mean  all  the  waters  connected  with  the  straits  of  Juan  De  Fuca 
within  the  territory  of  the  United  States. 

Approved  March  ist,  1869. 


13 

FORTY-FIRST  CONGRESS,  FIRST  SESSION. 
Public  Resolution,  No.  20. 

JOrXT  RESOI.TJTION'  granting  right  of  way  for  the  constmctlon  of  a  Bailroad  from  a 
point  at  or  near  Portland,  Oregon,  to  a  point  west  of  the  Cascade  Mountains,  m  Wash- 
ington Territory. 

Be  it  resolved  by  the  Senate  and  House  of  Representatives  of  the  United 
States  of  America  in  Congress  assembled.  That  the  Northern  Pacific  Railroad 
Company  be,  and  hereby  is  authorized  to  extend  its  branch  line  from  a  point 
at  or  near  Portland,  Oregon,  to  some  suitable  point  on  Puget  Sound  to  be 
determined  by  said  Company,  and  also  to  connect  the  same  with  its  main  line 
w^st  of  the  Cascade  Mountains,  in  the  Territory  of  Washington ;  said  extension 
being  subject  to  all  the  conditions  and  provisions,  and  said  Company  in  respect 
thereto  being  entitled  to  all  the  rights  and  privileges  conferred  by  the  Act 
incorporating  said  Company,  and  all  Acts  additional  to  and  amendator)'  thereof: 
Provided,  That  said  Company  shall  not  be  entitled  to  any  subsidy  in  money, 
bonds,  or  additional  lands  of  the  United  States  in  respect  to  said  extension  of 
its  branch  line  as  aforesaid,  except  such  lands  as  may  be  included  in  the  right 
of  way  on  the  line  of  such  extension  as  it  may  be  located :  And  provided  further. 
That  at  least  twenty-five  miles  of  said  extension  shall  be  constructed  before  the 
second  day  of  July,  eighteen  hundred  and  seventy-one,  and  forty  miles  per 
year  thereafter  until  the  whole  of  said  extension  shall  be  completed. 
Approved  April  loth,  1869. 

Department  of  State,         "> 
Washington,  April  13th,  1869.  j 
A  true  copy. 

R.   S.   CHEW, 

Chief  Clerk. 


v- 


Branch 

from  Port- 
land to  Pu- 
get Sound. 


No  money 
or  landed 
subsidy  t  o 
this  branch. 


When  to  be 
constructed. 


FORTY-FIRST  CONGRESS,  SECOND  SESSION. 
Public  Resolution,  No.  44. 

A  RESOLtrnON  authorizing  the  Northern  Paclflc  Railroad  Company  to  issne  Ita  bonds  > 
for  tlie  construction  of  its  road  and  to  secure  the  same  by  mortgage,  aud  for  otliur 
purposes. 

Resolved  by  the  Senate  and  House  of  Representatives  of  the  United  States 
of  America  in  Confess  assembled.  That  <he  Northern  Pacific  Railroad  Com- 
pany be,  and  hereby  is  authorized  to  issue  its  bonds  to  aid  in  the  construction 
and  equipment  of  its  road,  and  to  secure  the  same  by  mortgage  on  its  property, 
and  rights  of  property  of  all  kinds  and  descriptions,  real,  personal,  and  mixed, 
including  ita  franchise  as  a  corjwration ;  and,  as  proof  and  notice  of  its  legal 
execution  and  eflfectual  delivery,  said  mortgage  shall  be  filed  and  recorded  in 
the  office  of  the  Secretary  of  the  Interior;  and  also  to  locate  and  construct, 
under  the  provisions  and  with  the  privileges,  grants,  and  duties  provided  for  in 
its  Act  of  incorporation,  its  main  road  to  some  jwint  on  Puget  Sound,  via  the 
valley  of  the  Columbia  River,  with  the  right  to  locate  and  construct  its  branch 
from  some  convenient  point  on  its  main  trunk  line  across  the  Cascade  Mountains 
to  Puget  Sound;  and  in  the  event  of  there  not  being  in  any  State  or  Territory 
in  which  said  main  line  or  branch  may  be  located,  at  the  time  of  the  final 
location  thereof,  the  amount  of  lands  per  mile  granted  by  Congress  to  said 
Company,  within  the  limits  prescribed  by  its  charter,  then  said  Company  shall 
l*e  entitled,  under  the  directions  of  the  Secretary  of  the  Interior,  to  receive  so 
many  sections  of  land  belonging  to  the  United  States,  and  designated  by  odd 
numijers,  in  such  State  or  Territory,  within  ten  miles  on  each  side  of  said  road 
Ijcyond  the  limits  jjrescribed  in  said  charter,  as  will  make  up  such  deficiency, 
on  said  main  line  or  branch,  except  mineral  and  other  lands  as  excepted  in  the 


14 

charter  of  said  Company  of  eighteen  hundred  and  sixty-four,  to  the  amount  of 

the  lands  that  have  been  granted,  sold,  reserved,  occupied  by  homestead  settlers, 
pre-empted,  or  otherwise  disposed  of  subsequent  to  the  passage  of  the  Act  of 
July  two,  eighteen  hundred  and  sixty-four.  And  that  twenty-five  miles  of  said 
main  line  between  its  western  tenninus  and  the  city  of  Portland,  in  tlie  State  of 
Oregon,  shall  be  completed  by  the  first  day  of  January,  Anno  Domini,  eighteen 
hundred  and  seventy-two,  and  forty  miles  of  the  remaining  portion  thereof  each 
year  thereafter,  until  the  whole  shall  be  completed  betweerl  said  points: 
Provided,  That  all  lands  hereby  granted  to  said  Company  tvhich  shall  not  be 
sold  or  disposed  of,  or  remain  subject  to  the  mortgage  by  this  Act  authorized, 
at  the  expiration  of  five  years  after  the  completion  of  the  entire  road,  shall  be 
subject  to  settlement  and  preemption  like  all  other  lands,  at  a  price  to  be  paid 
to  said  Company,  not  exceeding  two  dollars  and  fifty  cents  per  acre;  and  if  the 
mortgage  hereby  authorized  shall  at  any  time  be  enforced  by  foreclosure  or  other 
legal  proceeding,  or  the  mortgaged  lands  hereby  granted,  or  any  of  them  be 
sold  by  the  trustees  to  whom  such  mortgage  may  be  executed,  either  at  its 
maturity,  or  for  any  failure  or  default  of  said  Company  under  the  terms  thereof, 
such  lands  shall  be  sold  at  public  sale,  at  places  within  the  States  and  Terri- 
tories in  which  they  shall  be  situate,  after  not  less  than  sixty  days'  previous 
notice,  in  single  sections  or  subdivisions  thereof,  to  the  highest  and  best  bid- 
der: Provided  further.  That  ia  the  construction  of  the  said  railroad,  American 
iron  or  steel  only  shall  be  used,  the  same  to  be  manufactured  from  American 
ores  exclusively. 

Section  2.  And  be  it  further  resolved.  That  Congress  may  at  any  time 
alter  or  amend  this  joint  resolution,  having  due  regard  to  the  rights  of  said 
Company,  and  any  other  parties. 

SCHUYLER  COLFAX, 

President  of  the  Senate. 

^  JAMES  G.  "BLAINE, 

Speaker  of  House  of  Representatives. 

U.  S.  GRANT, 

President  of  the  United  States. 


Approved  May  31st,  1870. 


CONSENT   OF   STATES. 


H 


\ 


LAWS  OF  MINNESOTA,   1865. 
Chapter  LXIX. 

ASS  ACT"  to  aid  tn  the  construction  of  the  Northern  Pacific  Railroad  and  Telegraph  Lines 
from  Lake  Superior  to  Puget  Sound. 

Whereas  the  Congress  of  the  United  States  of  America  did,  by  an  Act 
entitled  "An  Act  granting  lands  to  aid  in  the  construction  of  a  Railroad  and 
Telegraph  Line  from  Lake  Superior  to  Puget  Sound,"  on  the  Pacific  coast,  by 
the  northern  route,  approved  the  second  day  of  July,  1864,  create  a  body 
politic  and  corporate  by  the  name,  style,  and  title  of  the  "  Northern  Pacific 
Railroad  Company,"  and,  among  other  things,  did  authorize  and  empower 
said  Company  to  lay  out,  construct,  finish,  maintain,  and  enjoy  a  continuous 
Railroad  and  Telegraph  Line,  with  the  appurtenances  named,  beginning  at  a 
point  on  Lake  Superior,  in  the  State  of  Minnesota  or  Wisconsin,  thence  westerly 
by  the  most  eligible  railroad  route  to  be  determined  by  said  company,  within 
the  territory  of  the  United  States,  on  a  line  north  of  the  forty-fifth  degree  of 
latitude,  to  some  point  on  Puget  Sound,  with  a  branch  via  Columbia  River,  to 
a  point  at  or  near  Portland,  in  the  State  of  Oregon,  leaving  the  main  trunk 
line  at  the  most  suitable  place  not  more  than  three  hundred  miles  from  its 
western  terminus,  and  did  also  vest  in  said  Company  all  the  rights,  powers, 
privileges,  and  immunities  necessary  to  carry  into  effect  the  purpose  of  said 
Act. 

And  whereas  the  Congress  of  the  United  States  did  also,  by  said  Act, 
authorize  said  Northern  Pacific  Railroad  Company  to  accept,  hold,  and  enjoy 
to  its  own  use  any  grant,  donation,  loan,  powers,  franchise,  aid,  or  assistance 
which  might  be  granted  to  said  Company  by  the  Congress  of  the  United  States, 
by  the  Legislature  of  any  State,  or  by  any  corporation,  person,  or  persons,  for 
the  purposes  of  said  Act. 

And  whereas  the  Northern  Pacific  Railroad  was  also  required  by  said 
Act,  to  obtain  the  consent  of  the  Legislatures  of  any  State  through  which  any 
portion  of  said  railroad  line  might  pass,  previous  to  commencing  the  con- 
struction thereof;  now,  therefore, 

Bf  it  enacted  by  the  Legislature  of  the  State  of  Minnesota,  Tliat  the  con- 
sent of  the  State  be,  and  the  same  is  hereby  given  to  the  said  Northern  Pacific 
Railroad  Company  to  survey,  lay  out,  locate,  construct,  furnish,  maintain,  and 
enjoy  a  continuous  Railroad  and  Telegraph  Line,  with  the  appurtenances,  within 
its  limits,  on  the  line  of  said  Act  of  Congress  authorized  and  for  the  purposes 
aforesaid  in  said  Act  of  Congress  set  forth,  and  in  order  to  carry  the  same  into 
full  effect,  the  said  Northern  Pacific  Railroad  Company,  its  successors  and 
assigns,  are  hereby  vested  with  all  the  rights,  powers,  privileges,  and  immuni- 
ties, within  the  limits  of  this  State,  which  are  by  said  Act  of  Congress  conferred 
u|X)n  them  within  the  territory  and  jurisdiction  of  the  United  States,  subject  to 
the  conditions  in  said  Act  contained,  and  to  the  ioWoy^nng  proviso  : 

Provided,  That  should  said  Company  elect  to  make  the  eastern  terminus 
of  said  road  east  of  the  eastern  boundary  of  the  State  of  Minnesota,  then,  and  in 
that  case,  they  shall  construct,  or  cause  to  l>c  constnicted,  a  line  of  railroad  from 
the  said  main  line  to  the  navigable  waters  of  Lake  Superior,  within  the  State 
of  Minnesota,  of  the  same  gauge  as  said  main  line,  for  which  purpose  the  same    bran^ 


Consent  of 
Minnesota 
granted. 


Proviso  for 


16 

powers,  rights,  and  privileges  are  hereby  granted  to  said  Company  as  they  have 

or  may  have  to  construct  said  line  within  the  State  of  Minnesota:  And  provided 

noii-oxemp-    further,  That  nothing  in  this  Act  contained  shall  be  construed  as  exempting 

t^nffo  ^    the  road-bed  and  other  property  of  said  Company  within  this  State  from  taxation. 

Approved  March  2d,  1865. 


LAWS    OF    WISCONSIN. 

Chapter  485. 

The  people  of  the  State  of  Wisconsin  represented  in  Senate  and  Assembly  do 
enact  as  follows  : 

Consent  of  SECTION  I.     The  consent  of  the  State  of  Wisconsin  is  hereby  given  to  the 

^uite<L^''^  Northern  Pacific  Railroad  Company,  incorporated  by  act  of  Congress  entitled 
"An  act  granting  lands  to  aid  in  the  construction  of  a  railroad  and  telegraph 
line  from  Lake  Superior  to  Puget  Sound,  on  the  Pacific  coast,  on  the  Northern 
route,"  approved  July  2d,  1864,  to  survey,  lay  out,  construct,  finish,  maintain, 
and  enjoy  a  continuous  railroad  and  telegraph  line,  with  the  appurtenances, 
within  its  limits,  on  the  line  within  the  said  act  of  Congress  indicated  and 
authorized;  and  for  the  purposes  aforesaid,  and  in  said  act  of  Congress  set 
forth,  and  in  order  to  carry  the  same  into  full  effect,  the  said  Northern  Pacific  Rail- 
road Company,  its  successors  and  assigns,  are  hereby  vested  with  all  the  rights, 
powers,  privileges  and  immunities  within  the  limits  of  this  State  which  are  by 
said  act  of  Congress  conferred  upon  them  within  the  territories  and  jurisdiction 
of  the  United  States :  Provided,  That  said  Northern  Pacific  Railroad  Company 
shall  be  prohibited  at  any  time  prior  to  the  actual  building  or  equipment  of 
said  railroad  from  allowing  any  railroad  company  chartered  by  the  laws  of  the 
State  of  Minnesota  to  use  or  enjoy  any  of  the  privileges  hereby  granted  to  the 
Northern  Pacific  Railroad  Company  to  be  exercised  in  the  State  of  Wisconsin  : 
And  provided  further,  i\\^t  nothing -therein  contained  shall  be  construed  to 
prevent  the  said  Northern  Pacific  Railroad  Company,  after  the  building  and 
equipment  of  said  road  through  the  State  of  Wisconsin,  from  making  such  con- 
tracts for  connections  with  Minnesota  railroads,  in  the  State  of  Wisconsin,  [as] 
they  may  deem  proper. 

Section  2.     This  act  shall  take  effect  and  be  in  force  from  and  after  its 
passage  and  publication. 

Approved  April  10,  1865. 


ORGANIZATION. 


The  Board  of  Commissioners  of  the  Northern  Pacific  Railroad  Company, 
named  in  the  original  charter,  held  its  first  meeting  at  the  Melodeon  Hall,  in 
the  city  of  Boston,  on  the  1st  day  of  September,  1864,  notice  thereof  having 
been  duly  published  according  to  the  requirements  of  the  charter.  Thirty- 
three  Commissioners  were  present,  namely :  from  Massachusetts,  14 ;  Maine, 
4;  New  York,  2 ;  Pennsylvania,!;  Connecticut,  l;  New  Hampshire,  I ; 
Minnesota,  l ;  Illinois,  i ;  Kansas,  i ;  Michigan,  3 ;  Missouri,  2 ;  District  of 
Colimibia,  2. 

It  having  been  ascertained  and  decided  that  the  meeting  was  regularly 
and  legally  called  and  constituted,  it  proceeded  to  elect  permanent  officers, 
with  the  following  result:  For  President,  Josiah  Perham;  Vice-President, 
Willard  Sears ;  Secretary,  Abiel  Abbott ;  Treasurer,  I.  S.  Withington. 

The  meeting  then  instructed  its  officers  to  open  books  within  ninety  days, 
in  the  cities  of  Portland,  Maine,  and  Boston,  Mass.,  to  receive  subscriptions  to 
the  capital  stock  of  the  Northern  Pacific  Railroad  Company  and  a  cash  pay- 
ment of  ten  per  cent,  thereon,  and  to  receipt  therefor.  The  convention  was 
then  adjourned  sine  die. 

In  obedience  to  the  above  instructions  of  the  Board  of  Commissioners, 
and  in  compliance  with  the  charter,  the  officers  of  the  Board  caused  stock 
books  to  be  opened  in  manner  and  places  above  named,  and  the  same  remained 
open  until  twenty  thousand  shares  of  the  capital  stock  of  said  company,  and 
upwards,  were  subscribed,  and  ten  dollars  per  share  actually  paid  in. 

The  President  and  Secretary  of  said  Board  of  Commissioners,  by  due 
publication  of  notice,  then  called  a  meeting  of  the  subscribers  to  the  capital 
stock,  to  assemble  at  No.  22  Merchants'  Exchange  Building,  in  the  city  of 
Boston,  on  Tuesday,  the  sixth  day  of  December,  1864,  for  the  purpose  of 
electing  thirteen  Directors  for  said  corporation,  and  transacting  such  other 
business  as  might  legally  come  before  it.  The  meeting  assembled  at  the  time 
and  place  named  in  the  call,  and,  after  organizing,  adjourned  to  the  same  place 
on  Wednesday,  the  seventh  of  December,  1864,  at  10  Ar.  M.,  at  which  time  and 
place  the  said  subscribers  re-assembled,  and  on  motion  proceeded  to  ballot  for 
Directors.  The  whole  number  of  shares  entitled  to  vote  was  found  to  be 
20,075,  and  the  total  number  of  votes  cast  was  20,073,  all  for  the  following 
named  gentlemen : 

Josiah  Perham,  I.  S.  Withington,  A.  W.  Banfield,  Philander  Reed,  Ogden 
Hall,  Richard  B.  Sewall,  Willard  Sears,  Abiel  Abbott,  Nathaniel  Greene,  Jr., 
P.  J.  Forristall,  John  A.  Bass,  James  M.  Beckett,  and  Oliver  Frost 


II  18 

Whereupon  the  same  were  declared  duly  elected  Directors  of  the  said 
Northern  Pacific  Railroad  Company. 

The  Board  of  Directors  held  their  first  meeting  at  the  office  of  the  com- 
pany, 22  Merchants'  Exchange  Building,  Boston,  at  3  o'clock,  P.  M.,  December 
7,  1864,  and  organized  by  the  choice  of  the  following  officers  of  the  company 
to  'Wit : 

JOSIAH  PERHAM,  President. 
PHILANDER  REED,  Vice-President. 
CHARLES  S.  PERHAM,  Secretary. 
INCREASE  S.  WITHINGTON,  Treasurer. 
On  the  15th  day  of  December,  1864,  the  Board  met  pursuant  to  adjourn- 
ment, and  on  motion  of  Mr.  Sewall,  it  was 

Resolved,  That  the  act  of  Congress  of  the  United  States,  entitled  "  An 
Act  granting  lands  to  aid  in  the  construction  of  a  railroad  and  telegraph  line 
from  Lake  Superior  to  Puget  Sound,  on  the  Pacific  coast,  by  the  Northern 
route,"  approved  the  second  day  of  July,  1864,  be  and  the  same  is  hereby 
accepted  by  the  "Northern  Pacific  Railroad  Company  "  therein  named,  upon 
the  terms,  conditions  and  impositions  in  the  said  act  set  forth. 

And  that  the  President  of  said  Company  cause  this  acceptance,  duly  signi- 
fied in  writing,  under  the  corporate  seal  and  in  pursuance  of  this  resolution, 
to  be  served  upon  the  President  of  the  United  States,  in  accordance  with  the 
requirements  of  the  twelfth  section  of  said  act.  * 

On  the  29th  day  of  December,  1864,  the  President  of  the  Company  caused 
the  above  notice  of  acceptance  to  be  personally  served  on  the  President  of  the 
United  States,  which  service  was  acknowledged  in  writing  by  the  President, 
Abraham  Lincoln,  and  by  the  then  Secretary  of  the  Interior. 


THE  MORTGAGE, 


V-' 


THIS  INDENTURE,  made  the  first  day  of  July,  A.  D.  one  thousand 
eight  hundred  and  seventy,  between  the  Northern  Pacific  Railroad 
Company,  a  corporation  created  by  an  act  of  Congress  of  the  United  States  of 
America,  entitled  "  An  Act  granting  lands  to  aid  in  the  construction  of  a 
Railroad  and  Telegraph  Line  from  Lake  Superior  to  Piiget  Sound  on  the 
Pacific  coast  by  the  Northern  Route"  approved  by  the  President  of  the  United 
States  the  2d  day  of  July,  A.  D.,  1864,  parties  of  the  First  Part,  and  Jay 
Cooke  and  Jon:;  Edgar  Thomson,  of  tlie  City  of  Philadelphia,  Trustees, 
parties  of  the  other  part. 

W7iereas,  The  parties  of  the  first  part,  by  the  aforesaid  Act  of  the  Congress 
of  the  United  States,  and  the  Acts  and  Resolutions  of  Congress  supplementary 
thereto,  are  authorized  to  locate,  construct,  furnish,  maintain  and  enjoy,  by  the 
most  eligible  route  as  shall  bq  determined  by  said  company,  its  main  road  and 
telegraph  line  from  a  point  on  Lake  Superior,  in  the  State  of  Minnesota  or  Wis- 
consin, within  the  territory  of  the  United  States,  on  a  line  north  of  tlie  45th 
degree  of  latitude,  to  some  point  on  Puget  Sound,  via  the  valley  of  the  Colum- 
bia river,  with  the  right  to  locate  and  construct  its  branch  from  some  convenient 
point  on  its  main-trunk  line  across  the  Cascade  Mountains  to  Puget  Sound. 

And  whereas.  By  the  second  section  of  the  said  Act  there  is  granted  to 
the  party  of  the  first  part,  as  follows : 

"  Tliat  the  right  of  way  through  the  public  lands  be,  and  the  same  is  here- 
by granted  to  said  Northern  Pacific  Railroad  Company,  its  Fuccessors  and 
assigns,  for  the  construction  of  a  railroad  and  telegraph  as  proposed ;  and  the 
right,  power,  and  authority  is  hereby  given  to  said  corporation  to  take  from 
the  public  lands  adjacent  to  the  line  of  said  road  material  of  earth,  stone,  tim- 
ber, and  so  forth,  for  the  construction  thereof;  said  way  is  granted  to  said 
railroad  to  the  extent  of  two  hundred  feet  in  width  on  each  side  of  said  rail- 
road, where  it  may  pass  through  the  public  domain,  including  all  necessary 
ground  for  station  buildings,  workshops,  depots,  machine  shops,  switches,  side- 
tracks, turn-tables,  and  water  stations ;  and  the  right  of  way  shall  be  exempt 
from  taxation  within  the  territories  of  the  United  States.  The  United  States 
,  shall  extinguish  as  rapidly  as  may  be  consistent  with  public  policy  and  the 
welfare  of  the  said  Indians,  the  Indian  titles  to  all  lands  falling  under  the 
operations  of  this  Act,  and  acquired  in  the  donation  to  the  road  named  in 
this  bill." 

And  whereas.  By  the  third  section  of  said  Act  of  Congress  there  is  granted 
to  the  party  of  the  first  part,  as  follows,  to  wit : 

"  That  there  be  and  hereby  is  granted  to  the  Northern  Pacific  Railroad 
Company,  its  successors  and  assigns,  for  tlie  purjjose  of  aiding  in  the  construc- 
tion of  the  said  railroad  and  telegraph  line  to  die  Pacific  coast,  and  to  secure 
the  safe  and  speedy  transportation  of  the  mails,  troops,  munitions  of  war  and 
public  stores  over  the  route  of  said  line  of  railway,  every  alternate  ssclion  of 
public  land  not  mineral,  designated  by  odd  numbers,  to  the  amount  of  twenty 
alternate  sections  per  mile,  on  each  side  of  said  railroad  line,  as  said  company 
may  adopt,  through  the  Territories  of  the  United  States,  and  ten  alternate 
sections  of  land  per  mile,  on  each  side  of  said  railroad,  whenever  it  passes 
through  any  State,  and  whenever  on  the  line  thereof  the  United  States  have 
full  title,  not  reserved,  sold,  granted,  or  otherwise  appropriated,  and  free  from 


citations 
from  caiar- 


from 
ter. 


,  A  20 

preemption  and  other  clnims  or  rights,  at  the  time  the  line  of  said  road  is  defi- 
nitely fixed  and  a  plat  thereof  filed  in  the  ofiice  of  the  Commissioner  of  the 
General  Land  OfSce ;  and  whenever  prior  to  said  time  any  of  said  sections  or 
parts  of  sections  shall  have  been  granted,  sold,  reserved,  occupied  by  home- 
stead settlers,  or  preempted  or  otherwise  disposed  of,  other  lands  shall  be 
selected  by  said  company  in  lieu  thereof,  under  the  direction  of  the  Secretary 
of  the  Interior,  in  alternate  sections,  and  designated  by  odd  numbers,  not  more 
than  ten  miles  beyond  the  limits  of  said  alternate  sections ;  and  it  is  also  pro- 
vided that  the  exception  of  mineral  land  from  the  said  grant  does  not  apply  to 
iron  or  coal. 

And  it  is  further  provided  by  the  said  Act  that  the  President  of  the  United 
States  shall  cause  the  lands  to  be  surveyed  for  forty  miles  in  width,  on  both 
sides  of  the  entire  line  of  said  road,  after  the  general  route  shall  be  fixed,  and 
as  fast  as  may  be  required  by  the  construction  of  said  railroad,  and  that  the  odd 
sections  of  land  granted  to  the  said  company  shall  not  be  liable  to  sale  or 
entry  or  preemption  before  or  after  they  are  surveyed,  except  by  the  said  com- 
pany as  provided  in  said  Act;  and  that  the  reserved  alternate  sections  shall 
not  be  sold  by  the  Government  at  a  price  less  than  two  dollars  and  fifty  cents 
per  acre,  when  offered  for  sale." 

And  whereas.  By  a  Joint  Resolution  of  the  Congress  of  the  United  States, 
approved  the  thirty-first  day  of  May,  A.  D.  1870,  ,  entitled  "Joint  Resolution 
authorizing  the  Northern  Pacific  Railroad  Company  to  issue  its  bonds  for  the 
construction  of  its  road,  and  to  secure  the  same  by  mortgage,  and  for  other 
purposes,"  the  said  company  was  authorized  and  empowered  as  follows,  to  wit : 

(For  Joint  Resolution,  see  page  13.) 

And  whereas.  The  line  of  the  said  railroad,  and  the  branch  thereof,  autho- 
rized by  law,  as  nearly  as  the  same  can  now  be  ascertained,  will  be  in  the 
aggregate  about  two  thousand  five  himdred  miles  in  length;  and  the  party  of 
the  first  part,  for  the  purpose  of  constructing,  equipping  and  completing  the 
said  railroad  and  telegraph  line,  has  determined  to  negotiate  and  procure  a  loan, 
which  shall  not  exceed  fifty  thousand  dollars  per  mile  for  the  whole  length  of 
the  said  railroad  and  branches  now  authorized  by  the  said  Acts  of  Congress,  on 
the  terms  and  conditions  herein  mentioned,  and  to  that  end  to  make  and 
deliver  its  bonds,  payable  in  gold,  at  the  end  of  thirty  years  from  the  date 
thereof,  with  interest  coupons,  payable  also  in  gold  semi-annually,  at  the  rate 
of  seven  and  three-tenths  (7  3-10)  per  cent,  per  annum,  free  from  United 
States  tax,  at  the  office  of  Jay  Cooke  &  Company,  in  New  York ;  and  to  secure 
the  payment  of  said  bonds  and  the  interest  as  the  same  shall  fall  due  by  a  First 
Mortgage  upon  the  railroad,  franchises,  and  all  the  lands  and  property  and 
rights  of  property,  real  and  personal,  now  possessed  by  said  Northern  Pacific 
Railroad  Company,  or  which  the  said  company  may  hereafter  acquire ;  which 
said  bonds,  with  the  accrued  interest  thereon,  shall  be  receivable  at  all  times, 
at  par,  for  the  lands  of  the  company  at  their  price  in  cash;  and  shall  be 
issued  in  denominations  of  j?ioo,  ^500,  ^i,ooo  each  of  coupon  bonds,  or  of 
;^ioo,  $500,  ^1,000,  ^5,000,  or  ^10,000,  of  registered  bonds,  or  in  amounts  of 
equivalent  value  in  the  coin  current  in  London,  Paris,  Frankfort,  Berlin,  or 
Amsterdam,  and  each  class  or  denomination  of  said  bonds  shall  be  exchange- 
able for  any  other  class  or  denomination  thereof,  at  the  option  of  the  holder, 
at  the  office  of  the  company  in  New  York,  without  charge  for  a  period 
of  five  years  from  the  completion  of  said  road.  All  of  said  bonds,  when 
issued,  and  when  exchanged  or  transferred,  shall  be  countersigned  by  the 
Trustees  named  in  the  mortgage,  and  the  Register,  and  shall  be  in  form  and 
substance  as  follows : 


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^{TAV  'sjajsumj  JO  saSuBqoxa  jo  as^o  ui  puB  'panssi  uaqAv  spuog;  [[y  •spuog  J^liop  aqj 
q^iAV  }U3|-BAmb3  s;i  ;-B  luajano  aaaq;  uiod  aqj  ui  'xuBpaajsuty  jo  uipag;  '}ioj>iura ,];  'suv^ 
'uopuo'j  ^B  }S3J3iut  puB  pdpuud  s^qT3XBd  panssi  aq  Avtm  uoi:jaod  y  "sSj^qD  ^noqiiAV 
'XuT3duio3  aq;  jo  ja;si3a>j  aq;  jo  aoijjo  aq;  ;t3  jaq;o  aq;  joj  auo  a^qBaSuBqoxa  aq  'jiav  puB 
'ooo'oi;^  puB  'ooo'S^  'ooo'i^'ooS^  'ooi^jo  spuog;  paja;siSa-jj  puB  'ooo'i^  puB  'cx)Sgf 
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•03  "a  "a  'd  'N 


28 


Now  THIS  Indenture  Witnesseth,  That  the  Northfem  Vacific  Railroad 
Company,  party  of  the  first  part  hereto,  in  consideration  of  the  premises,  and 
of  the  sum  of  one  dollar,  to  the  said  company  paid,  at  and  before  the  sealing 
and  delivery  of  these  presents,  the  receipt  of  which  is  hereby  acknowledged,  and 
for  the  purpose  of  securing  the  payment  of  the  principal  and  interest  of  the  said 
bonds,  in  gold  coin  of  the  United  States,  when  and  as  the  same  shall  become 
due  and  payable  according  to  the  tenor  and  effect  of  the  said  bonds,  has  granted, 
bargained,  sold,  assigned,  transferred,  released,  conveyed  and  confirmed,  and  by 
these  presents,  by  virtue  of  the  power  and  authority  to  tlie  said  company 
granted  by  the  Act  of  Congress  and  Supplements  thereto,  and  of  every  other 
power  and  authority  in  tlie  said  company  vested  and  enabling,  does  grant, 
bargain,  sell,  assign,  transfer,  release,  convey  and  confirm  unto  the  parties  of 
the  second  part — 

All  the  right,  title,  interest,  claim,  estate  or  demand  whatsoever  which  the 
party  of  the  first  part  now  has  or  may  at  anytime  hereafter  acquire  or  become  in 
any  way  entitled  to,  of,  in,  and  to  all  the  lands  and  sections  of  land,  situate, 
lying  and  being  on  either  side  of  the  said  railroad,  and  the  branch  thereof,  as 
the  same  may  be  finally  located  and  constructed,  in  accordance  with  the  said 
Act  of  Congress,  and  the  supplements  thereto,  in  or  through  the  States  of  Wis- 
consin, Minnesota  and  Oregon,  and  the  United  States  Territories  of  Dakota, 
Montana,  Idaho,  and  Washington,  making  in  the  aggregate  about  sixty  millions 
of  acres  of  land,  more  or  less : — and  as  the  said  lands  shall  be  surveyed,  selected, 
and  the  patents  issued  for  the  same  by  the  United  States,  to  the  party  of  the 
first  part,  a  more  particular  plan  of  description  of  the  same  shall  be  appended 
to  this  instrument,  with  the  same  effect  as  if  said  description  had  been  fully  set 
forth  herein,  before  and  at  the  time  of  the  execution  and  acknowledgment 
hereof;  and  also  all  the  right  of  way,  and  railroad,  and  branches  thereof, 
authorized  by  the  said  Act  of  Congress,  and  the  Acts  and  Resolutions  supple- 
mentary thereto,  constructecSjind  to  be  constructed  under  the  said  Act,  in  the  said 
States  and  Territories ;  and  all  engines,  cars,  and  rolling  stock  which  the  party 
of  the  first  part  may  at  any  time  place  upon  the  said  railroad  for  the  use  and 
operation  thereof,  together  with  all  the  rights,  liberties,  franchises  and  property  of 
every  description,  to  the  party  of  the  first  part  belonging  or  in  anywise  appertain- 
ing to  the  said  railroad,  under  or  by  virtue  of  the  said  Acts  and  Resolutions  of 
the  Congress  of  the  United  States,  to  have  and  to  hold  the  said  premises,  pro- 
perty and  appurtenances  above  mentioned  or  described,  unto  the  parties  of  the 
second  part  as  joint  tenants,  and  not  as  tenants  in  common,  their  successors 
and  assigns,  to  the  only  proper  use,  benefit  and  behoof  of  the  parties  of  the 
second  part,  their  successors  and  assigns,  in  trust,  nevertheless,  for  the  holders 
of  the  said  bonds,  and  for  the  purpose  of  securing  the  payment  of  the  said 
bonds,  with  the  interest  thereon,  and  for  the  uses  and  purposes  and  under  the 
conditions  and  covenants  hereinafter  declared  and  expressed. 

And  the  said  parties  hereto  covenant  and  agree,  each  with  the  other,  as 
follows,  to  wit : 

Article  First. — That  the  party  of  the  first  part  shall  and  will  pay  the 
principal  and  interest  of  said  bonds,  to  the  several  holders  or  owners  tliereof, 
when  and  as  the  same  shall  become  due  and  payable,  according  to  the  tenor 
and  effect  of  the  said  bond,  and  shall  and  will  assume  and  pay  all  taxes  that 
may  be  assessed  upon  the  same  from  time  to  time  by  the  United  States  of 
America. 

Article  Second. — That  the  party  of  the  first  part,  at  anytime  within  five 
years  after  the  completion  of  the  said  railroad  and  branch  thereof,  shall  and 
will  receive,  at  its  principal  office  in  the  city  of  New  York,  any  class  or  deno- 
mination of  the  said  bonds  for  any  equivalent  amount  of  any  other  class  or 
denomination  of  said  bonds,  at  the  option  of,  and  without  charge  to,  the  party 
or  parties  desiring  to  make  such  exchanges. 

Article  Third. — All  the  property  and  estate  herein  conveyed,  or  men- 
tioned and  intended  so  to  be,  and  all  moneys  arising  frotr  the  sale  of  the  same, 
or  any  part  thereof,  after  deducting  the  expenses  of  executing  this  trust,  are  and 
shall  be  held  as  security,  and  arc  hereby  pledged  to  the  payment  of  said  bonds. 


Property 
andfranchl- 
Bcs  covered 
by  the  mort- 
gage. 


Bonds  ex- 
Changeable. 


24 


and  the  interest  to  become  due  thereon,  as  the  same  shall"  fall  due  and  become 
payable,  according  to  the  tenor  and  effect  of  the  said  bonds,  and  shall   be 
applied  promptly  to  that  purpose  by  the  Trustees,  in  case  of  default  in  any  such 
payment  by  the  party  of  the  first  part. 
Saleoflands.  ARTICLE  FOURTH.— The  party  of  the  first  part  shall  at  all  times  be  at 

Bonds    i(v   liberty  to  contract  for  the  sale  of  any  parcel  or  parcels  of  said  lands  granted  to 

laoS!"'*  ^'°'  ^^'^  P^'^y  ?^  ^'^^^  P^""'  ^y  ^^^^  ^^^^  ^^^  °^  Congress,  and  the  supplements  thereto, 
at  such  prices  approved  by  the  said  Trustees,  and  upon  such  terms  as  to  pay- 
ment as  shall  be  fair  and  reasonable;  and  such  sale  or  sales  may  be  for  cash  or 
on  credit,  or  partly  for  cash  and  partly  on  credit;  and  any  of  the  bonds  aforesaid, 
with  the  accrued  interest  or  matured  coupons,  shall  be  received  at  the  par 
value  thereof,  as  cash,  in  payment  of  said  lands;  and  the  balance  of  said  price 
may  be  secured  by  mortgage  of  the  parcel  or  parcels  of  land  so  sold;  but  no 
land,  during  the  construction  of  the  road,  shall  be  sold  at  less  than  two  dollars 
Minimum     and  fifty  cents  (52.50)  per  acre,  the  price  limited  by  law  for  adjoining  lands 

price  of  land,  owned  by  the  United  States;  and  the  proceeds  of  ALL  sales  of  lands, 

WHETHER    IN    CASH,    BONDS,    COUPONS    OR    OTHER    SECURITIES,    SHALL     BE 

DEPOSITED  WITH  THE  TRUSTEES ;  and  whenever  sales  of  land  shall  be  thus 

made  by  the  company,  the  payment  to  the  Trustees  of  the  proceeds  of  such  sale 

shall  release  the  said  lands  so  sold  from  the  lien  of  this  mortgage;  and  the 

Land  how     Trustees  shall  and  will  thereupon  execute  to  the  purchaser  thereof,  or  to  the 

released  from  company,  a  full  and  sufficient  release  of  the  said  lands  sold,  as  aforesaid,  from 

mortgage.        t^g  aforesaid  lien,  so  that  the  purchaser  shall  hold  and  enjoy  the  same,  free 

from  any  incumbrance  created  or  existing  by  reason  of  this  mortgage. 

Article  Fifth. — The  proceeds  of  the  sales  of  the  bonds  shall  be  placed 
to  the  credit  of  the  company  upon  the  books  of  the  Fiscal  Agents,  and  shall 
remain  on  deposit  with  them  until  required  for  disbursement  on  account  of 
construction  and  equipment,  or  other  legitimate  expenditures  of  the  road ;  and 
the  Trustees,  under  this  mortgage,  shall  have  access  to  the  accounts  of  the 
Fiscal  Agents,  and  shall  certify,  from  time  to  time,  as  may  be  required,  that 
said  funds  have  been  so  deposited  and  disbursed. 

All  moneys  in  the  hands  of  the  Trustees,  received  by  them  under  the 
Second  of  these  articles,  or  for  lands  sold,  shall  be  invested  by  them  in  the 
first  mortgage  bonds  of  the  company  secured  by  this  mortgage,  when  said  bonds 
can  be  purchased  at  a  sum  not  exceeding  one  hundred  and  ten  (iio)  cents  on 
the  dollar  and  accrued  interest;  and  when  said  bonds  cannot  be  purchased  at 
that  rate,  then  said  Trustees  may  invest  in  said  bonds  at  a  higher  rate,  or  in 
United  States  bonds,  or  loan  said  funds  upon  first  mortgages  upon  productive 
real  estate,  worth,  in  every  case,  double  the  amount  of  the  loan  thereby  secured; 
but  before  said  Trustees  shall  invest  in  the  bonds  of  the  company  at  a  rate 
exceeding  one  hundred  and  ten  (no)  cents  on  the  dollar,  and  accrued  interest, 
or  in  United  States  securities,  or  in  mortgages  aforesaid,  the  executive  com- 
mittee of  the  company  shall  elect  in  which  class  of  said  securities  the  said 
investments  shall  be  made,  and  the  Trustees  shall  invest  in  accordance  with 
said  election.  All  bonds  and  paid  coupons  of  the  company  coming  into  the 
hands  of  the  Trustees,  whether  by  purchase  as  aforesaid,  or  from  the  sale  of 
lands,  shall  be  cancelled  by  them  every  three  months,  and  surrendered  to  the 
company  as  paid. 

Article  Sixth. — During  the  construction  of  the  said  railroad  hereby 
mortgaged,  the  interest  on  the  bonds  intended  to  be  secured  hereby,  shall  be 
paid  out  of  the  earnings  of  the  said  road,  and  the  proceeds  of  the  sales  of  first 
mortgage  bonds;  and  no  part  of  the  proceeds  of  the  sale  of  the  land  embraced 
in  this  mortgage,  or  intended  to  be,  shall  at  any  time  be  appropriated  to  the 
payment  of  interest  on  said  bonds,  unless  the  general  treasury  of  the  company 
shall  be  first  exhausted;  and  in  such  event  the  said  company  shall  execute  to 
the  Trustees,  for  the  security  of  the  holders  of  said  bonds,  an  income  bond, 
bearing  seven  and  three-tenths  (7  3-10)  per  cent,  interest  in  gold,  to  an  amount 
equal  to  the  advance  from  the  land  fund  in  payment  of  interest  as  aforesaid,  on 
which  income  bond  the  interest  shall  be  paid  by  the  company  before  any  of  the 
earnings  of  the  road  shall  be  paid  to  the  stockholders;  and  said  income  bond 


Proceeds  of 
bond  sales, 
bow  applied. 


Proceeds  of 

land  sales, 
how  to  be 
Invested. 


Payment  of 
interest. 


25 


Yearly  re- 
Icase  of 
lands  from 
mortgage. 


Powers  of 
Trustees. 


Land  Agent. 


shall  be  redeemed  by  other  bonds  of  the  company  bearing  the  same  rate  of 
interest  in  gold,  and  secured  by  a  second  mortgage  of  the  premises  herein  men- 
tioned or  described,  including  so  much  of  the  said  land  as  may  remain  unsold, 
should  the  company  determine  to  issue  such  bonds. 

Article  Seventh. — At  the  close  of  each  fiscal  year,  after  the  construction 
of  said  road  shall  have  been  completed,  so  that  cars  shall  pass  over  the  same 
from  Lake  Superior  to  Puget  Sound,  the  Trustees  shall  ascertain  the  amount  of 
bonds  purchased  by  them,  or  received  in  payment  of  lands,  and  the  amount  of 
proceeds  invested  in  other  securities,  as  above  provided,  and  shall  then  release 
and  convey  to  the  company  an  amount  of  land  equal  in  average  value  to  that  of 
the  land  then  remaining  unsold,  bearing  the  proportion  to  the  whole  land  grant 
from  the  United  States  to  the  company,  that  the  amount  of  bonds  thus  received 
and  money  invested,  as  aforesaid,  shall  bear  to  the  whole  amount  of  bonds 
issued,  upon  the  basis  of  sixty  millions  (60,000,000)  of  acres  of  land  to  the 
whole  amount  of  bonds  issued,  at  the  rate  of  fifty  thousand  dollars  per  mile  of 
the  said  main  line  and  branches. 

Article  Eighth. — The  company  shall  remain  in  possession  of  the  rail- 
road, and  all  the  property  embraced  in  the  mortgage,  until  there  shall  have 
been  a  breach  in  the  conditions  of  this  mortgage. 

Article  Ninth. — Tlie  Trustees  shall  have  full  power,  from  time  to  time, 
to  employ  a  register  and  treasurer  and  such  clerks  and  assistants  as  they  shall 
find  necessary  to  enable  them  to  discharge  properly  the  duties  devolving  upon 
them  under  the  provisions  of  this  instrument,  in  respect  to  the  issue  of  bonds, 
and  the  sale  or  conveyance  of  the  lands  granted  as  aforesaid  by  the  Govenj- 
ment  of  the  United  States;  and  they  shall  also  have  power  to  appoint  an  agent 
or  attorney  to  execute  conveyances  of  said  lands,  and  to  act  generally  in  tlieir 
behalf  in  respect  thereto,  and  from  time  to  time  to  remove  such  agent  and 
appoint  another  in  hLs  place ;  and  all  conveyances  executed  by  such  agent  or 
attorney  and  countersigned  by  said  treasurer,  and  other  acts  performed  within 
the  scope  of  his  powers,  shall  be  legal  and  valid,  in  the  same  manner  as  if 
e«ecuted  or  done  by  the  Trustees. 

Article  Tenth. — Conveyance  of  the  said  lands  granted  by  the  United  conveyances. 
States  may  be,  from  time  to  time  and  at  all  times,  executed  by  the  Trustees  of 
this  mortgage  for  the  time  being,  or  under  their  authority,  bjj  an  agent  appointed, 
as  provided  in  Article  Nine,  and  being  so  executed,  shall  be  effectual  to  divest 
the  title  of  all  the  Trustees;  but  in  respect  to  any  conveyances  so  made,  or 
the  lands  embraced  therein,  or  the  proceeds  of  the  sale  thereof,  the  Trustees 
not  joining  therein  shall  be  in  no  manner  answerable. 

Article  Eleventh. — If  there  shall  at  any  time  be  a  default  in  the  pay- 
ment of  any  interest  or  princij^al  upon  any  of  the  bonds  secured  by  this 
instrument,  when  and  as  the  same  shall  become  payable,  and  such  default  con- 
tinue for  six  months  after  demand  made  at  the  principal  office  of  the  company 
for  the  payment  of  the  same,  the  Trustees  are  authorized  and  empowered,  in 
their  discretion,  to  enter  upon  and  sell  at  public  auction,  in  the  city  of  New 
York,  after  notice  in  writing  to  the  company,  and  after  notice  of  such  sale  shall 
have  been  published  at  least  twice  a  week  for  six  weeks  in  one  or  more  news- 
papers printed  at  said  New  York,  and  such  other  place  as  they  may  tiiink 
proper  or  expedient,  so  much  of  such  land  as  shall  be  necessary  to  pay  and 
satisfy  such  liabilities. 

Article  Twelfth. — In  case  default  shall  be  made  in  the  payment  of 
any  interest  on  any  of  the  aforesaid  bonds  secured  by  this  instrument,  issued  or 
to  be  issued,  according  to  the  tenor  and  effect  of  the  said  bonds,  or  in  any 
requirement  to  be  done  or  kept  by  the  party  of  the  first  part,  and  if  such  default 
shall  continue  for  the  period  of  six  months  after  demand  for  such  payment  or 
notice  of  such  requirement  made  or  given  to  the  party  of  the  first  part  in  writing, 
it  shall  be  l.iwful  for  the  said  Trustees,  or  the  sur%ivor  or  survivors  of  them, 
or  their  or  his  successors,  personally  or  by  their  or  his  attorneys  or  agents,  to 
enter  into  and  upon  all  and  singular  the  premises  hereby  conveyed,  or  intended 
so  to  be,  and  each  and  every  part  thereof,  and  to  have,  hold  and  use  the  same, 
operating  by  their  or  his  superintendents,  managers,  receivers  or  servants,  or 


Proceedings 

In  ca.se  of  do- 
fault  c  o  n  - 
tinued  three 
months. 


In  casf!  of 
(Iclault  con- 
tinuod  8  i  X 
months. 


tinued  three 
years. 


26 

other  attorneys  or  agents,  the  said  railway,  and  conducting  the  business  thereof, 
and  making  from  time  to  time,  all  repairs  and  replacements,  and  such  useful 
alterations,  additions  and  improvements  thereto  as  may  be  necessary  for  the 
lawful  and  proper  accommodation  of  the  business  of  the  said  road,  and  to 
collect  and  receive  all  tolls,  freight,  incomes,  rents,  issues  and  profits  of  the 
same,  and  of  every  part  thereof;  and  after  deducting  the  expense  of  operating 
the  said  railway,  and  conducting  its  business,  and  of  all  the  said  repairs,  re- 
placements, alterations,  additions  and  improvements,  and  all  payments  which 
may  be  made  for  taxes,  assessments,  charges  or  liens,  prior  to  the  lien  of  these 
presents  upon  the  said  premises,  or  any  part  thereof,  as  well  as  a  just  com- 
pensation for  their  or  his  own  services,  and  services  of  his  agents  or  attorneys, 
to  apply  the  moneys  arising  as  aforesaid  to  the  payment  of  interest,  upon  the 
said  bonds  intended  to  be  secured  by  this  mortgage,  in  the  order  in  which  such 
interest  shall  have  become  or  shall  become  due,  ratably  to  the  persons  entitled 
to  such  interest,  and  after  paying  all  interest  which  shall  have  become  due,  shall 
restore  the  premises  aforesaid  to  the  possession  of  the  party  of  the  first  part, 
subject  however  to  the  covenants  and  conditions  of  this  mortgage. 
In  case  of  ARTICLE  THIRTEENTH. — In  case  default  shall  be  made  as  aforesaid,  and 

default  con-    shall  continue  for  the  space  of  three  years  after  entry  as  provided  in  Article 
*  Tw^^,^,  it  shall  be  lawful  for  the  said  Trustees  or  the  survivors  or  survivor  of 

them,  or  their  or  his  successors  in  this  trust,  personally  or  by  their  or  his  attor- 
neys or  agents,  to  sell  and  dispose  of  all  and  singular  the  premises  hereby 
conveyed,  or  intended  so  to  be,  or  only  so  much  or  such  parts  thereof  as  they 
may  deem  necessary  and  proper  with  a  due  regard  to  the  interest  of  all  parties, 
at  public  auction  in  the  city  of  New  York,  or  at  such  place  as  the  said  Trustees 
may  designate,  and  at  such  time  as  they  may  appoint,  having  first  given  per- 
sonal notice  to  a  majority  of  the  Board  of  Directors  and  notice  of  the  place 
and  time  of  such  sale,  by  advertisement,  published  not  less  than  three  times 
a  week  for  four  months,  or  such  shorter  time,  not  less  than  forty  days,  as  the 
party  of  the  first  part  may,  by  resolution  of  its  Board  of  Directors,  assent  to,  in 
one  or  more  newspapers  in  the  city  of  New  York,  or  other  cities  or  towns  as 
shall  be  deemed  for  the  interest  of  the  parties  hereto,  by  the  Trustees,  or  to  ad- 
journ the  said  sale,  from  time  to  time,  in  tlieir  or  his  discretion ;  and  if  so  ad- 
journing, to  make  the  same  at  the  time  and  place  to  which  the  same  may  be 
so  adjourned;  and  on  receiving  full  payment  for  the  same,  to  make  and  de- 
liver to  the  purchaser  or  purchasers  thereof  good  and  sufiicient  deed  or  deeds 
in  the  law  for  the  same,  in  fee  simple,  which  sale,  made  as  aforesaid,  shall  be 
a  perpetual  bar,  both  in  law  and  equity,  against  the  party  of  the  first  part,  and 
all  other  persons  lawfully  claiming  or  to  claim  the  said  premises,  or  any  part 
thereof,  by,  from,  through  or  under  the  said  party  of  the  first  part :  and  after 
deducting  from  the  proceeds  of  such  sale,  just  allowances  for  all  expenses  of 
the  said  sale,  including  attorneys'  and  counsel  fees,  and  all  other  expenses, 
advances  or  liabilities  which  may  have  been  made  or  incurred  by  the  said 
Trustees  in  operating  or  maintaining  the  said  railway,  or  in  managing  its  busi- 
ness while  in  possession,  and  all  payments  which  may  have  been  made  by 
them  for  taxes  or  assessments,  and  for  charges  and  liens  prior  to  the  lien  of 
these  presents  on  the  said  premises,  or  any  part  thereof,  as  well  as  reasonable 
and  lawful  compensation  for  their  own  services,  to  apply  the  said  proceeds  to 
the  payment  of  the  principal  of  such  of  the  aforesaid  bonds,  as  may  be  at  that 
time  unpaid,  whether  or  not  the  same  shall  have  previously  become  due ;  and 
of  the  interest  which  shall  at  that  time  have  accrued  on  the  said  principal,  and 
be  unpaid,  without  discrimination  or  preference,  but  ratably  to  the  aggregate 
amount  of  such  unpaid  principal  and  accrued  and  unpaid  interest;  and,  if 
after  satisfaction  thereof,  a  surplus  of  the  said  proceeds  shall  remain,  to  pay 
over  the  same  to  the  said  Northern  Pacific  Railroad  Company,  or  to  saeh 
other  parties  as  may  be  entitled  to  receive  the  same. 

And  it  is  hereby  declared  that  the  receipt  or  receipts  of  the  said  Trustees 
shall  be  sufficient  discharge  to  the  purchaser  or  purchasers  of  the  premises,  or 
of  any  part  thereof,  for  his  or  their  purchase  money,  and  that  such  purchaser  or 
purchasers,  his  or  their  heirs,  executors  or  administrators,  shall  not,  after  pay- 


27 

ment  thereof,  and  having  such  receipt,  be  liable  to  see  to  its  being  applied 
upon  or  for  the  trusU  and  purposes  of  these  presents,  or  in  any  manner  what- 
soever be  answerable  for  any  loss,  misapplication  or  non-application  of  such 
purchase  money,  or  in  any  part  thereof,  or  be  obliged  to  inquire  into  the  ne- 
cessity, expediency  or  authority  of  or  for  any  such  sale. 

Article  Fourteenth. — At  any  sale  of  the  aforesaid  railroad  equipments 
appurtenances,  or  any  part  thereof,  or  any  part  of  the  premises  included  in  this 
mortgage,  whether  made  by  virtue  of  the  power  herein  granted,  or  by  judicial 
authority,  the  Trustees  may  bid  for  and  purchase,  or  cause  to  be  bid  for  and 
purchased,  the  property  so  sold,  or  any  paut  thereof,  in  behalf  of  all  the  holders 
of  the  bonds  secured  by  this  instrument  and  then  outstanding,  in  the  proportion 
of  the  respective, interests  of  such  bondholders,  at  a  reasonable  price,  if  but  a 
portion  of  the  said  property  shall  be  sold;  or  if  all  of  it  be  sold,  at  a  price  not  ex- 
ceeding the  whole  amount  of  such  bonds  outstanding,  with  the  interest  accrued 
thereon. 

Article  Fifteenth. — The  party  of  the  first  part  shall  from  time  to  time, 
and  at  all  times  hereafter,  and  as  often  as  thereunto  requested  by  the  Trustees, 
execute,  deliver  and  acknowledge  all  such  further  deeds,  conveyances  and 
assurances  in  the  law  for  the  better  assuring  unto  the  Trustees  and  their  suc- 
cessors in  the  trust  hereby  created,  upon  the  trusts  herein  expressed,  the  lands, 
railway,  equipments  and  appurtenances  hereinbefore  mentioned,  or  intended  so 
to  be,  and  all  other  property  and  things  whatsoever,  which  may  be  hereafter 
acquired  for  use  in  connection  with  the  same,  or  any  part  thereof,  and  all  fran- 
chises now  held,  including  the  franchise  to  be  a  corporation,  as  by  the  Trus- 
tees, or  the  survivors  or  survivor  of  them,  or  their  successors,  or  by  their  or 
his  counsel  learned  in  the  law,  shall  be  reasonably  advised,  devised  or  required ; 
and  the  party  of  the  first  part  shall  furnish  to  the  party  of  the  second  part,  from 
time  to  time  upon  their  reasonable  request  in  writing,  a  true  and  full  inventory 
of  all  the  movable  property  appertaining  to  the  said  railroad  and  the  operations 
thereof,  and  which  is  transferred  by  this  indenture ;  but  no  default  to  demand 
or  to  furnish  such  inventory  shall  impair  the  operation  or  effect  of  this  inden- 
ture upon  all  or  any  of  the  property  herein  agreed  to  be  transferred. 

Article  Sixteenth. — The  Trustees  shall  have  full  power  in  thcii 
discretion,  and  upon  the  written  request  of  the  party  of  the  first  part,  to  convey, 
by  way  of  release  or  otherwise,  to  the  persons  designated  by  the  said  party  of 
the  first  part,  the  whole  or  any  part  of  any  lands  acquired  or  held  for  the  pur- 
poses of  stations,  depots,  shops  or  other  buildings,  or  the  uses  connected  there- 
with ;  and  shall  also  have  power  to  convey  as  aforesaid  any  lands,  whether 
donated  by  the  United  States  government  or  otherwise,  which  in  the  judgment 
of  the  Trustees,  shall  not  be  necessary  for  use  in  connection  with  the  said  rail- 
road, or  which  may  have  been  held  for  a  supply  of  fuel,  gravel  or  other 
material;  and  also  to  convey  as  aforesaid  any  lands  which  may  become  disused 
by  reason  of  a  change  of  the  location  of  any  station  house,  depot,  shop  or  other 
building  connected  with  the  said  railway,  and  such  lands  occupied  by  the  track 
and  adjacent  to  such  station  house,  depot,  shop  or  other  building,  as  the  said 
party  may  deem  it  expedient  to  disuse  or  abandon  by  reason  of  such  change ; 
and  to  consent  to  any  such  change,  and  to  such  other  changes  in  the  location  of 
the  track,  as,  in  their  judgment,  shall  have  become  expedient;  and  to  make  and 
deliver  the  conveyances  necessary  to  carry  the  same  into  effect;  but  any  lands 
which  may  be  acquired  for  permanent  use  in  substitution  for  any  so  released, 
shall  be  conveyed  to  the  Trustees  upon  the  trusts  of  these  presents;  and  the 
Trustees  shall  also  have  full  power  to  allow  the  said  party  of  the  first  part,  from 
time  to  time,  to  dispose  of,  according  to  its  discretion,  such  portions  of  the 
equipments,  machinery  and  implements,  at  any  time  held  or  acquired  for  the 
use  of  the  said  railway,  as  may  have  become  unfit  for  such  use,  replacing  the 
same  by  new,  which  shall  be  held  by  the  Trustees  under  the  provisions  of  these 
presents. 

Article  Seventeenth, — If  the  said  party  shall  well  and  truly  pay  the 
princi|>al  and  interest  of  the  said  bonds,  tlie  pnymcnt  of  which  is  intended  to  l)e 
secured  hereby,  at  the  times  and  in  the  manner  specified  in  said  bonds,  and 


T* 


AHSur&ncetf. 


Further 
p  o  w  o  r  s  of 
Truste«>s. 


28 

according  to  the  tenor  and  effect  thereof,  and  shall  well  and  truly  keep  and 
perform  all  the  things  herein  required  to  be  kept  or  performed  by  the  said  party, 
according  to  the  true  intent  and  meaning  of  these  presents,  then,  and  in  that 
case,  tiie  estate,  right,  title  and  interest  of  the  said  parties  of  the  second  part, 
and  of  their  successors  in  the  trust  hereby  created,  shall  cease,  determine  and 
become  void ;  otherwise  the  same  shall  be  and  remain  in  full  force  and  virtue. 
Article  Eighteenth. — It  is  hereby  declared  and  agreed,  that  it  shall 
be  the  duty  of  the  Trustees  to  exercise  the  power  of  entry  hereby  granted,  or 
the  power  of  sale  hereby  granted,  or  both,  or  to  take  appropriate  legal  pro- 
ceedings to  enforce  the  rights  of  the  bondholders  under  these  presents,  upon 
the  requisition,  in  writing,  as  hereinafter  specified  as  applicable  to  the  several 
cases  of  default,  in  the  manner  and  subject  to  the  qualifications  hereinafter  pro- 
vided, as  follows: 
Duiyot  '  I.  If  the  default  be  as  to  interest  or  principal  of  any  bonds,  provided  for 
"^  '  by  these  presents,  such  requisition  upon  the  said  Trustees  shall  be  by  holders 
of  not  less  than  ten  million  dollars  in  aggregate  amount  of  the  said  bonds;  and 
upon  such  requisition,  and  a  proper  indemnification  by  the  persons  making  the 
same  to  the  Trustees  against  the  cost  and  expenses  to  be  by  them  incurred,  it 
shall  be  the  duty  of  the  Trustees  to  enforce  the  rights  of  the  bondholders  under 
these  presents  by  entry,  sale  or  legal  proceedings,  as  they,  being  advised  by 
counsel  learned  in  the  law,  shall  deem  most  expedient  for  the  interest  of  all  the 
holders  of  the  said  bonds. 

II.  If  the  default  be  in  the  omission  of  any  act  or  thing  required  by 
Article  Fifteenth  of  these  presents,  for  the  further  assuring  of  the  title  of  the 
Trustees  to  any  property  or  franchises  now  possessed  or  hereafter  acquired, 
or  in  any  provisions  herein  contained  to  be  performed  or  kept  by  the  said  com- 
pany, then,  and  in  either  of  such  cases,  the  requisitions  shall  be  as  aforesaid, 
but  it  shall  be  within  the  discretion  of  the  Trustees  to  enforce  or  waive  the 
rights  of  the  bondholders  by  reason  of  such  default,  subject  to  the  power  hereby 
declared  of  a  majority  in  interest  of  the  holders  of  the  said  bonds,  by  requisition 
in  writing,  or  by  a  vote  at  a  meeting  duly  held  to  instruct  the  said  Trustees  to 
waive  such  default,  or  to  enforce  their  rights  by  reason  thereof,  provided  that 
no  action  of  the  said  Trustees,  or  bondholders,  or  both,  in  waiving  such  de- 
fault, or  otherwise,  shall  extend  to  or  be  taken  to  effect  any  subsequent  default, 
or  to  impair  the  rights  resulting  therefrom. 

Article  Nineteenth. — It  is  mutually  agreed,  by  and  between  the  par- 
tecs-proceed-  ties  hereto,  that  the  word  "  Trustees"  as  used  in  these  presents,  shall  be  con- 
inss  in  case  strued  to  mean  the  Trustees  of  this  mortgage  for  the  time  being,  whether  all 
i;;nation,'  or  or  any  be  original  or  new ;  and  whenever  a  vacancy  shall  occur,  the  trustee  or 
dijability  trustees  surviving  or  continuing,  shall  thereupon  become  vested  with  all  the 
powers,  authorities  and  estates  granted  to  or  conferred  upon  the  parties  of  the 
second  part,  by  these  presents,  including  power  to  fill  vacancies,  and  all  the 
rights  and  interests  requisite  to  enable  him  or  them  to  execute  the  purpose  of 
this  trust,  without  any  further  assurance  or  conveyance,  so  far  as  such  effect 
may  be  lawful ;  but  the  surviving  or  continuing  trustees  or  trustee  shall  imme- 
diately execute  such  conveyance  and  other  instruments  as  may  be  fit  or 
expedient  for  the  purpose  of  assuring  the  legal  estate  in  the  premises,  jointly 
with  themselves  or  himself,  to  the  trustee  or  trustees  so  appointed ;  and  upon  the 
death,  resignation  or  removal  of  any  trustee,  or  any  appointment  in  his  place, 
in  pursuance  of  these  presents,  all  his  powers  and  authorities,  by  virtue  hereof, 
shall  cease;  and  all  the  estate,  right,  title  and  interest  in  the  said  premises,  of 
any  trustee  so  dying,  resigning  or  being  removed,  shall,  if  there  be  a  co-trustee 
or  co-trustees  surviving  or  continuing  in  office,  wholly  cease  and  determine ; 
but  the  said  trustee  so  resigning  or  being  removed,  shall,  on  the  written  request 
of  the  new  trustee  who  may  be  appointed,  immediately  execute  a  deed  or  deeds 
of  conveyance  to  vest  in  such  new  trustee,  jointly  with  the  continuing  trustees 
or  trustee,  upon  the  trust  herein  expressed,  all,  the  property,  rights  and  fran- 
chises which  may  be  at  that  time  held  upon  the  said  trusts.  And  in  case  it 
shall  at  any  time  hereafter  prove  impracticable,  after  reasonable  exertions,  to 
appoint,  in  the  manner  hereinbefore  provided,  a  successor  in  any  vacancy  which 


THE  LAND  GRANT.— The  Northern  Pacific  Railroad  Land  Grant  is  larger 
than  tlie  six  Is'cw  England  States  with  Maryland  added,  or  as  large  as  tlie  two 
States  of  Oliio  and  Indiana  combined.  The  average  of  soil  is  very  fertile  and 
the  climate  is  pleasant  and  healthful.  With  the  railroad  built  through  the 
midst  of  these  lands  their  value  can  be  estimated  by  the  present  price  of  simi- 
lar lands  along  the  line  of  other  roads.  For  example,  the  Illinois  Central 
kailroad  grant  of  only  2,595,ocx>  acres,  the  sales  from  which  already  exceed 
524,000,000,  will  yield  tlie  Company  at  least  ;$30,ooo,ooo^an  average  of  over 
fil  per  acre.  As  the  building  of  the  Northern  Pacific  Railroad  progresses, 
the  lands  of  the  Company  will  be  thrown  open  to  sale  and  settlement  at  mode- 
rate prices  and  on  easy  terms  of  payment.  As  each  25-mile  section  of  the  road 
Is  completed  and  accepted,  the  Goveniment  conveys  to  the  Railroad  Company 
B  proportionate  amount  (some  600,000  acres)  of  land.  Thus  the  Company 
will  soon  come  into  full  possession  of  some  three  millions  of  acres  in  Minne- 
sota— ^this  first  installment  being  greater  than  the  entire  Illinois  Central  grant. 

EMIGRATION  feCHEME. — To  facilitate  and  render  certain  the  rapid  sale  and 
settlement  of  its  lands,  and  to  promote  the  early  development  of  tlie  entire  belt 
of  Northwestern  States  and  Territories  tributary  to  the  road,  the  Northern  Pacific 
Railroad  Company  is  now  organizing  a  Department  of  Emigration.  The  sys- 
tem adopted  is  comprehensive,  practical,  and  on  a  scale  hitherto  unattempted 
by  any  corporation  or  government  In  connection  with  this  work  of  fostering 
emigration  from  Europe,  and  the  thickly  peopled  parts  of  our  own  country,  to 
the  Northwest,  will  be  employed  some  of  our  most  eminent  and  trustworthy 
citizens,  both  native  and  foreign-bom. 

THE  ROAD  NOW  BUILDING.— Work  was  begun  in  July  last  on  the  eastern 
portion  of  the  line,  and  the  money  provided,  by  the  sale  to  stockholders  of 
some  six  millions  of  the  Company's  bonds,  to  build  and  equip  the  road  from 
Lake  Superior  across  Minnesota  to  the  Red  River  of  the  North — 233  miles. 
The  grading  on  this  division  is  now  well  advanced,  the  iron  is  being  rapidly 
laid;  several  thousand  men  are  at  work  on  the  line,  and  about  tlie  first  of 
August  next  this  important  section  of  the  road  will  be  in  full  operation.  In 
the  meantime  orders  have  been  sent  to  the  Pacific  coast  for  the  commencement 
of  the  work  on  the  western  end  in  early  Spring,  and  thereafter  the  work  will 
be  pushed,  both  eastward  and  westward,  with  as  much  speed  as  may  be  con- 
sistent with  solidity  and  a  wise  economy. 

FUTURE  BUSINESS  OF  THE  ROAD.— The  business  of  the  Road,  im- 
mediately on  its  completion  and  even  during  construction,  will  be  very  large, 
and  will  consist  mainly  of:  I.  The  transportation  of  Government  mails,  troops 
and  military  supplies.  2.  The  large  local  carrying  trade  of  the  present  popu- 
lation of  the  States  and  Territories  traversed,  3.  The  entire  trade  of  the 
important  British  settlements  occupying  the  rich  valleys  of  the  Red  and  Sas- 
katchewan Rivers,  the  Winnipeg  Basin,  and  the  fertile  plains  of  British 
Columbia  on  the  Pacific  slope.  4.  That  portion  of  the  large  Through  Business 
between  the  Atlantic  and  Pacific  Oceans  which  will  certainly  pass  over  this 
line  owing  to  its  great  superiority  in  directness,  shortness,  and  ease  of  grades. 
5.  The  constantly  increasing  carrying  trade  of  the  millions  of  people  who  will 
soon  occupy  the  magnificent  coimtry  through  which  the  road  passes,  and  the 
transportation  of  whose  supplies  and  products  alone  will  speedily  constitute  a 
paying  business  for  one  line  of  road. 

This  Road  will  unite  Lake  Superior  and  St.  Paul  with  Puget  Sound — 
and  hence  the  commerce  of  the  Lakes  and  of  the  Mississippi  River  with  that 
of  the  Pacific  Ocean — by  a  line,  counting  actual  distance  and  difference  in 
grades,  at  least  500  miles  shorter  than  the  present  one  connecting  Lake 
Michigan  and  San  Francisco.  By  it  Liverpool  and  New  York  will  be  brought 
1,400  miles  nearer  than  now  to  the  ports  of  China  and  Japan.  It  will  be  the 
onlyHrans-continental  line  under  one  control. 

Branch  lines  or  feeders  will  be  built  from  the  Trunk  road,  northward  and 
southward,  so  as  to  drain  the  entire  region  north  of  latitude  42°  and  render  the 
future  construction  of  additional  east  and  west  lines  within  that  belt  unnecessary. 


THE  MORTGAGE.— For  the  security  of  the  first  mortgage  bondholders,  and 
obedient  to  Act  of  Congress,  the  general  mortgage  covering  the  property 
named  above  is  recorded  in  the  office  of  the  Secretary  of  the  Interior  at  "Wash- 
ington.  The  Trustees  of  the  mortgage  are  Messrs.  Jay  Cooke,  of  Plnladcljjhia, 
and  J.  Edgar  Thomson,  President  of  the  Pennsylvania  Central  Raihoad  Com- 
pany. These  Trustees,  who  directly  represent  the  bondholders,  are  required  by 
the  terms  of  the  mortgage  to  see  that  the  proceeds  of  all  sales  of  First  Mortgage 
Bonds  are  devoted  to  the  construction  and  equipment  of  the  road,  and  that  the 
proceeds  of  land  sales  are  used  in  purchasing  and  cancelling  the  bonds  of  the 
Company  if  they  can  be  bought  before  maturity  at  not  more  than  lo  per  cent, 
premium ;  oUierwise  the  Trustees  are  to  invest  the  proceeds  of  land  sales  ia 
United  States  Bonds  or  Real  Estate  Mortgages  for  the  further  security  of 
Northern  Pacific  bondholders.  At  all  times  until  the  entire  bonded  debt  of  the 
Railroad  Company  is  paid  off  and  cancelled,  the  Trustees  are  required  to  see 
that  they  have  in  their  control,  as  security,  at  least  500  acres  of  average  land 
to  every  j5i,ooo  of  outstanding  first  mortgage  bonds,  besides  the  railroad  itself 
and  all  its  equipments  and  franchises. 

All  bonds  issued  bear  the  signature  of  the  President  and  Treasurer  of  the 
Northern  Pacific  Railroad  Company,  accompanied  by  the  corporate  seal;  they 
are  also  signed  by  the  Trustees  of  the  mortgage,  Jay  Cooke  and  J.  Edgar 
Thomson,  and  are  finally  registered  and  countersigned  by  the  Fidehty  Tmst 
and  Safe  Deposit  Company,  of  Philadelphia, 

PROFITABLENESS  OF  NORTHERN  PACIFIC  7.3o's.-We  are  noc 

willmg  to  admit  that  any  mvestment  can  be  safer  than  the  bonds  of  the  United 
States,  which,  as  the  Government's  agents,  we  placed  in  the  hands  of  the  people 
of  this  country  and  of  Europe.  But  since  the  Government  is  no  longer  a 
borrower,  but  is  rapidly  paying  off  its  existing  debt,  and  as  the  great  work  the 
nation  now  has  m  hand  is  not  that  of  preserving  its  existence,  but  that  of  de- 
veloping a  continent,  we  call  the  attention  of  those  who  desire  to  increase  their 
mcome  while  still  having  a  perfectly  reliable  investment,  to  the  following  facts : 
United  States  5-20's  at  their  average  premium  yield  the  present  pur- 
chaser less  than  1%  per  cent,  gold  interest.  Should  they  be  redeemed  in 
five  years,  and  specie  payments  be  resumed,  they  would  really  pay  only  43^ 
per  cent.,  or  if  in  three  years,  only  3^  per  cent,  as  the  present  premium  would 
meanwhile  be  sunk. 

Northern  Pacific  7-30's,  selling  at  par  m  currency,  yield  the  investor  7  A 
per  cent,  gold  interest  absolutely  for  thirty  y^2x%,  free  from  United  States  tax. 
gi,loo  currency  mvested  now  in  United  States  5-20's  will  yield  per  year  in 
gold,  say^62.oo.  ^1,100  currency  invested  now  in  Northern  Pacific  7-30's 
will  yield  per  year  in  gold,  ^80.30.  Here  is  a  difference  in  annual  income 
of  nearly  one-third,  besides  a  difference  of  7  to  ID  per  cent,  in  principal,  when 
both  classes  of  bonds  are  redeemed. 

With  the  same  entire  confidence  with  which  we  commended  Government 
bonds  to  Capitalists  and  People,  we  now,  after  the  fullest  investigation,  recom- 
mend these  Northern  Pacific  Raihroad  bonds  to  our  friends  and  the  general  public. 

THEIR  PERMANENCE.— Capital  invested  in  these  bonds  cannot  be  disturbed 
for  thirty  years,  unless  by  consent  of  the  holder.  The  Government  fully 
expects  to  call  in  and  cancel  its  5-20  bonds  within  two  years.  Persons  hold- 
ing the  latter  and  desiring  a  more  permanent  investment  cannot  do  better  than 
convert  them  into  Jforthem  Pacific  Railroad  7-30's. 

THEIR  NATIONAL  CHARACTER,_The  Northern  Pacific  Railroad  is 
chartered  by  the  Congress  of  the  United  States;  the  present  loan  and  the 
general  mortgage  to  secure  it  are  authorized  by  special  Act  of  Congress  •  the 
mortgage,  as  required  by  law,  is  recorded  in  the  office  of  the  Secretary  of  the 
Interior  at  Washington;  each  25-mile  section  of  the  road  is  to  be  examined 
and  accepted  by  Government  Commissioners;  the  right  of  way  across  Uie 
public  domain,  and  construction  matertai,  are  granted  gratuitously  by  the 
United  States;  and  finally,  while  the  Government  does  not  directly  guarantee 
the  bonds  of  the  Road,  it  amply  provides  for  their  full  and  prompt  payment 
by  an  unreserved  grant  of  land,  the  most  valuable  ever  conferred  upon  a  creat 
national  improvement. 


BONDS  RECEIVABLE  FOR  LANDS.— By  the  terms  of  the  mortgage  the 
7-30  bonds  of  the  Company  are  always  receivable,  at  par  and  accrued  interest, 
in  payment  for  the  Company's  lands  at  their  lowest  graded  prices ;  and  by  an 
arrangement  between  the  Trustees  and  the  Directors  of  the  Company,  in  all 
cash  purchases  of  land  from  the  Railroad  10  per  cent,  discount  will  be  made 
from  the  purchase  price  whenever  the  Company's  first  mortgage  bonds  are 
offered  in  payment.  In  other  words.  Northern  Pacific  7-30's  are,  if  desired, 
at  all  times  convertible  at  1. 10  into  real  estate  at  lowest  cash  prices. 

BONDS  EXCHANGEABLE. — The  registered  bonds  can  be  exchanged  at  any 
time  for  coupons,  the  coupons  for  registered,  and  both  these  can  be  exchanged 
for  others,  payable,  principal  and  interest,  at  the  London  and  American  bank- 
ing-houses of  Jay  Cooke  &  Co.,  or  at  any  of  the  principal  financial  centres  of 
Europe,  in  the  coin  of  the  various  European  countries.  These  securities  will 
thus  have  great  currency  in  the  leading  money  markets  of  the  world. 

LIMITED  AMOUNT. — The  first  series  of  these  bonds  is  now  being  sold  to 
furnish  funds  to  complete  the  Northern  Pacific  Railroad  westward  to  the  Great 
Bend  of  the  Missouri,  Should  negotiations  now  pending  in  Europe  result 
satisfactorily,  only  a  limited  amount  of  these  desirable  securities  will  be  offered 
in  the  American  market  for  some  time  to  come. 

HOW  TO  GET  THEM. — ^Your  nearest  Bank  or  Banker  will  supply  these  bonds 
in  any  desired  amount,  and  of  any  needed  denomination.  Persons  wishing 
to  exchange  other  bonds  for  these,  can  do  so  with  any  of  oc  agents,  who  will 
allow  the  highest  current  price  for  all  marketable  securities. 

Those  living  in  localities  remote  from  banks,  may  send  money,  or  other 
bonds,  directly  to  us  by  express,  and  we  will  send  back  Northern  Pacific  bonds 
at  our  own  risk,  and  without  cost  to  the  investor.  Should  further  information 
be  desired,  any  of  the  Banks  or  Bankers  employed  to  sell  this  loan,  will  be  glad 
to  answer  all  questions,  furnish  pamphlets,  maps,  &.C.,  and  supply  the  Seven- 
Thirties  in  small  or  large  amounts. 


FOR  SALE  BY 


JAY  COOKE  &  CO. 

Fiscal  Agents  Northern  Pacific  Railroad  Co. 


114  South  Third  Street,  Philadelphia:  Corner  of  Nassau  and  Wall  I 
Streets,  New  York:  452  Fifteenth   Street,  Washington,  D.   C,  by 
National  Banks,  and  by  Brokers  generally  throughout  the  counti  jt. 


